An Unsought Resonance
by Xavon Wrentaile
Summary: Charlene Chapel was a Meister who did not have or need a partner.  Aegis Smithson was a Weapon who could not get a partner.  Until Death decided they would be a great team, like it or not.  OCs story in a hybrid manga/anime SE world.
1. Chapter 1

The young woman caught the four not quite parallel blades on her reinforced left sleeve. Though they appeared tarnished and dull, the short knives cut like freshly sharpened scalpels. She grimaced as they sliced through the heavy cyan fabric, lightly scoring her forearm. She threw her right leg up diagonally at his chest, but the sinewy killer danced back out of range.

"Is this the best the DWMA has to send after me?" the scarred horror hissed mockingly.

"Keep talking Kishin Egg," the teen shot back darkly, "You get two more moves, and then _I_ become _your_ nightmare."

The murder barked a laugh, and then hopped forward. He stabbed his right hand at her emaciated chest, aiming for her heart. She swept his arm away with a simple crescent kick. As she expected, he continued forward, reaching for her neck with his left hand.

'He is stronger than he looks, but not as strong as he thinks he is,' she appraised silently, 'His biggest advantages are his speed and flexibility. But he is not a trained fighter.'

She dropped under his attempted choke, then launched herself upwards. Her right arm burrowed into the left side of his torso, cracking his bottom rib. But the physical contact was only the vessel for her real attack.

"Soul Frost," she growled, forcing energy into his body. The air was forced from his lungs, and as it left his body, his breath was visible. She stepped back, as his movement slowed. His flesh and clothing began to take on a blue tint. He glared at her in surprise, as he finished freezing. She glared at him triumphantly for moment, but she was also waiting to make sure he was fully and truly frozen. Then she lifted her leg almost casually and thrust her foot sideways into his stomach.

The would-be demon shattered, fragmenting far more than he should have. It was as if now that he was dead, his body would no longer support his malevolence, and it scattered in countless tiny shards. Left behind, slowly descending, was the crimson orb that had been his soul. The Kishin Egg was fragmented, covered with chaotic assortment of lizard, snake, and fish scales, and appeared to be exuding a noxious slime. The girl took out a specially woven bag and threw it over the soul, unwilling to touch it herself. She tightened both straps, and tied one of them to her belt.

"Mission complete," she noted to no-one in particular. Then she looked around, trying to determine where the fight had dragged her, and how to get back to the bus station.

* * *

><p>The young woman walked under the final guillotine into the large room that resembled nothing so much as an ancient altar in the midst of an oddly cheery and brightly lit graveyard. The three beings seated around the low table on the platform studied her as she drew closer.<p>

Charlene Chapel was tall for her not quite fourteen years of age, measuring in at five feet seven inches. She was skinny, but her skin had a healthy glow that indicated her lack of feminine curves was due to exercise rather than malnutrition. Charlie had the tight, wiry build of a gymnast or martial artist, the latter being indicated by her choice of apparel.

The girl wore a sky blue gi, and the ends of the sleeves and pant legs were ragged from frequent use. The right sleeve was cut above her elbow, but her left sleeve reached all the way to her wrist. The damage to said sleeve had been expertly repaired en route, leaving almost no indication of the quartet of blades that had cut her clothing and flesh. The uniform was cinched around her waist with the traditional black belt, which she was more than qualified to wear. Her feet were uncovered below where her leggings ended at her ankle. As she stepped, the top of her gi parted slightly, revealing a black sports bra worn more for modesty than for support.

Charlie's forest green hair was cut short and somewhat ragged, as if she could not be bothered to deal with it as most girls her age would. Her slender chin and long, straight nose gave her a sharp if not unattractive appearance, and both point were only reinforced by her lovely, angry, hazel eyes.

Chapel looked over the trio of adults in turn. She had only been expecting the one in the middle, a vaguely humanoid figure that appeared to be a living black cloak with a goofy, stylized skull mask for a face, and Disney-character style oversized white gloves as hands.

On his right was an actual Human, though the second man looked even more bizarre for his mortality. He was tall, as tall as the specter, with stark white hair and a pair of thin oval glasses. He was thickly muscled, but dressed like a doctor rather than an athlete. What made him so odd was the strange stitching all over his clothing and even across his left cheek, and the large screw sticking out of the left side of his head. A cigarette hung, unlit, out of the right corner of his mouth.

The last man was the most normal in appearance, yet the dull, constant anger in Charlie's eyes and jaw flared when she turned her attention to him. He had shoulder length red hair, and deep blue eyes. He wore a black suit, with a medium grey dress shirt and a black, cross-shaped tie. He was the shortest of the three, and less muscular than the other Human, but was still taller than the young woman.

The Meister student was mildly surprised that the school's founder was not alone, and wondered if she had interrupted something. She had not been denied entrance to Death's sanctum, so she continued as she normally would have.

"Lord Death, Mr. Stein," she greeted them cordially, and then with more than a hint of venom she choked out, "Death Scythe Albarn."

"Welcome back, Charlie," the god greeted her personably, "How did your mission go?"

"The people of Milwaukee can sleep more securely," she answered, untying the bag on her belt. She stepped up to the table and offered it to him. Death took the sack, and looked at the diseased soul inside. He reached under the table, and took out a glass jar, larger than should have fit underneath. Inside were at least twenty other Kishin Eggs, and the specter added the new one to the collection. He returned the bag to the teen, and slid the other receptacle back to whence it came.

"Is there anything else, Lord Death? Charlie prompted after the nearly ritualized exchange.

"Oh yes," the incarnation squeaked, "If you would indulge me and roll up your left sleeve?"

Frowning, but without valid reason to refuse, the student dutifully complied. Four strips of bandage were clumsily wrapped around her forearm, soaked through with brown, clotted blood. Where they did not cover, numerous small scars were visible up and down the back of Charlie's arm.

"Go to the infirmary and have those cuts treated properly," Death instructed sternly.

"Is that th... Nurse Nygus still there?" she countered sharply.

"She is," Death's voice suddenly shot up higher than normal, and both of the other men knew he was trying hard to humor the teen, "Is that a problem? Do you find her work unsatisfactory?"

"No, of course not," Charlie answered sullenly, "I just... It's nothing Lord Death."

"Good," he said happily, "Go get that arm looked at."

She nodded sharply, and then turned and marched out, her posture and stride indicating her displeasure.

"So, what do you think?" Death asked his subordinates, once the girl was gone.

"There's a lot of potential there," Spirit answered thoughtfully, "She's a bit too serious, and too thin. But if she lightens up, and starts eating better so she develops some decent curves, she could develop into a real beauty..."

"Death Chop!" The squarish hand of specter descended sharply on the Weapon's head, indenting his skull and driving his chin into the table. Spirit slumped sideways onto the floor, bleeding out of both eyes and his mouth.

"She carries herself well," Stein answered, "I could only find a few openings. She was definitely on the defensive the moment she saw senpai."

Death nodded sagely, but said nothing, so the Meister continued.

"Her soul is strong, and she controls it as well as she controls her movements," the scientist continued, "Is she really only a freshman?"

"Yup," Death answered simply.

"What were all of those Kishin Eggs?" Stein prompted, not sure where the god was trying to lead him, "And where was the girl's partner?"

"She doesn't have a partner," Death explained, "And those souls are the ones she has collected. For the time being, I am holding them for her."

"She has fought that many Kishin Eggs on her own?" Spirit was suddenly upright again, sipping his tea, looking none the worse for wear.

"My lord, who is that girl?" Stein said directly, "Who is 'Charlie'?"

"Her full name is Charlene Chapel," Death stated with a hint of sadness, "Age thirteen, freshman Especially Advanced Target class B."

"Chapel? George's daughter?" Spirit queried regretfully. Death's mask bobbed once.

"That explains her blatant disdain for Weapons..." Stein noted thoughtfully.

* * *

><p>Maka Albarn strolled leisurely along the bluff overlooking the campus's soccer field. The third year EAT class had let out early, and Soul and Black Star had hurried off to get into some kind of trouble. The studious girl did not know or care what they were up to, and she decided to stay on campus so she was safely out of the way when the sky fell on their heads. She saw one of the sophomore classes gathered below, dividing up to play a game.<p>

"I wonder what they are playing?" she pondered aloud.

"That's Soul Ball," a deep voice rumbled over her shoulder. She jumped slightly, then looked back at Sid, her undead homeroom teacher.

"It's not used at the EAT level, but the NOT classes play that to work on their resonances," he continued, "They are not allowed to team up with their normal partners, so they can learn to be more flexible. The game itself is like a combination of soccer and basketball. Ms. Jones will put a bit of her Soul Energy into the ball, so that the student can repel it with their own souls. But they have to use Soul Injection to keep to ball up. If any player touches the ball physically, that's one point for the other team. Let the ball hit the ground, and that's three points for the other team. And a goal is worth fifteen points. And no rough contact is allowed."

Maka nodded, already thinking about potential strategies. Then the instructor on the field spoke up loudly, and the older student turned her attention back to her juniors.

"Alright, that's the Meisters," the unfamiliar orange-haired woman announced, "Now time to pick Weapons. Red team call it."

"Heads," the tallest boy in the red pull-on jerseys shouted, as the instructor tossed a coin skywards.

"Heads," the teacher confirmed, and the red team shouted in triumph even as the blue team groaned.

"Gus," the crimson clad captain shouted as if it were a forgone conclusion.

Maka watched as a short young man detached himself from the group of awaiting Weapons with a resigned sigh. The junior Meister knew she should not judge the Weapon based on his appearance, but she could not help but think that he would not have been her first choice for a physical contest. He was at most five feet tall, and only if she counted the tallest point of his hair. His brown locks rose and fell in peaks and waves around his head. Behind narrow glasses, his sky blue eyes darted between his newly appointed teammates with a combination of frank appraisal and defeated acceptance. He wore a dark, grey, button-down shirt, dress black short, and chocolate leather dress shoes. His shirt was slightly rumpled, like his hair, giving him the air of either an academic or a rebel. Maka guessed it was the former.

"He seems upset," the slender young woman noted.

"Soul Ball is the only time Aegis gets picked first," the stealthy Meister answered, "And I imagine he resents it somewhat."

"What do you mean, Mr. Sid?" she prompted him uncertainly.

"Aegis is the only one in his class who does not have a regular partner. Even though there are more Meisters than Weapons in his class. And he wants to be in the EAT class, rather than the NOT class."

"Why doesn't he have a partner?" Maka asked curiously, "His soul looks fairly strong. Is his weapon form the problem? Is he like a giant sword that's too heavy to use, or a tiny knife that has no reach? But then why does he get picked first for this game?"

"See for yourself,"

The Weapons began to transform. Maka vaguely recognized the Japanese girl who shifted into a long poleaxe. She searched for the boy named Gus, and caught a glimpse of him before the red team's goal, just before his Human mode vanished.

Attached to the arm of the goalkeeper Meister was a huge, oval shield. The Weapon was at least five and a half feet long, a good six inched taller than his Human form. The smaller axis of the elliptical guard was still a good three feet across, and the convex curve of the shield was eight inches deep. The major portion of Gus's Weapon form was a shining silver metal, but he was embossed with a deep, blue double cross emblem.

"That's why Aegis hasn't been able to secure a partner," Sid elaborated, "As far as Weapons go, a shield isn't very high on any Meister's list."

"But he's really big," the blonde girl protested, "You could slam him into someone."

"Despite his size, he's really light," the educator countered, "And his surface looks hard, but it actually a bit springy. It makes him easy to block with, and stops the force from being transferred to the Meister. And Aegis can take a hit better than any Death Scythe I've seen, except maybe Miss Mjolnir. But in terms of offensive ability, he's just about zero."

"And we've tried pairing him with Meisters who have a one handed partner," he continued, "But all of them complained about not being able to switch hands, double hand attack, or simply said that Aegis's size gets in the way."

"One inch higher, and five degrees down," she heard a soft yet deep voice emerge from the shield. The goalkeeper complied, and a burst of soul energy sent the ball crashing into a member of the blue team.

"It's almost not fair to let him play," the undead teacher commented to his student, "No-one has ever been able to score on Aegis. He covers half the goal. And he's good at calculating how to deflect the ball into other players. That's the kind of student he is."

"His soul is very strong," she confirmed and expanded on her previous observation, her extended senses showing her the large sphere of grey energy around Gus, melding seamlessly with the smaller green sphere around his temporary Meister.

"With the right partner, he could do some amazing things," Sid agreed, "But the problem is finding him a Meister who is a good fit."

* * *

><p>Charlie looked at the shorter boy dubiously. She did not recognize him, which meant he was probably one of the NOTs, though she thought he could also have been from a lower grade. She had been asked to spar with or tutor NOTs or talented middle schoolers from time to time, but she did not think the small, slender, studious looking teen was the fist-fighting type. She was beginning to wonder if it was a mistake or an oversight that they were waiting together to see Death.<p>

"Hello," he said openly, studying her face, "I'm Aegis Smithson, second year, NOT class A. But you can call me Gus, everyone does. Well, except for Mr. Sid."

After a moment of surprise at finding out he was a year above her, she took his extended hand seriously, and shook it once. Charlie nursed a growing suspicion, but decided she should be fair and give her schoolmate the benefit of the doubt.

"I'm Charlene Chapel, or Charlie," she offered, then continued after an uncertain pause, "first year, EAT class B."

"Oh, I knew it," Gus nodded, his deep voice rising slightly in excitement, "I thought it was you."

"Have we met?"

"No," Gus answered quickly, "But you're kinda famous around here. The only first year in the EAT class without a Weapon partner. Top ten for academics, and a skilled fighter who can go toe to toe with most the second years and even some third years. And if the rumors are right, Lord Death is considering making you a two-star Meister, which only a handful of first years have ever done, the last two being Death's own son, and Maka Albarn. It's a real honor to meet you"

"Do you always talk this much, Gus?" she prompted, torn between amusement and annoyance.

"No, not usually," he confirmed without a moment's hesitation, "Only if I'm excited, or nervous, or both. Not that you make me nervous Charlie. But Lord Death kinda does..."

As if the god heard his name being spoken, the doors finally opened.

"Come in, come in," Death's voice echoed out kindly. Charlie walked forward confidently, and Gus struggled to keep up with her longer strides. The normal hallway suddenly shifted into the odd and deadly path that led them into Death's domain.

"Charlie, Gus, how nice to see you both," the specter greeted them cordially.

"Yes, thank you," Gus sputtered, "Hello, Lord Death."

Charlie merely inclined her head slightly, trying not to look too suspicious of their leader. She must have failed, because Death 'frowned' slightly, and his tones grew more serious.

"You two must both be wondering why I asked you to come here," the god said evenly, "I have a new mission for both of you."

"Charlene Chapel, Aegis Smithson, I am hereby appointing you two as partners. Your primary task will be to get Gus to the level of Death Scythe."

Gus's face split in a huge grin, and Charlie scowled deeply at both of the men.

* * *

><p><strong>Author's Note:<strong> I am posting three new projects today, and after two weeks, whichever one proves the most popular, I will continue.


	2. Chapter 2

"D... Lord Death," Charlie stammered angrily, "I don't wa... I don't _need_ a partner. You know how I feel, and you know _why_!"

"Which is why I have not pushed the issue until now," the specter answered happily, "But Gus's talents have been wasted in the NOT class. And your injuries on your last couple of missions have been more serious than is necessary or tolerable. Not only will Gus be able to help you stay safe, by resonating with him your Soul Frost will become stronger. You might even learn some new uses for it."

Gus nodded his agreement, trying to remain upbeat despite his confusion over Charlie's reaction.

"You say that," she forced herself to calm slightly and argue logically, "But you know my fighting style. I fight with my hands and feet, and my Soul Frost required almost direct contact. I can't think of a weapon that wouldn't interfere with that."

She was blatantly lying, but since Charlie had never seen or heard of a Weapon taking the form of a cestus or similar device, she expected she was safe.

"Now that's a bit of a misdirection, isn't it Charlie?" Death countered, "despite your subsequent training, you fighting style is still strongly influenced by your dad's style. You fight with your right hand and both feet, but you _guard_ with your left arm. Hence all those scars you try to hide from me."

The young woman tsked softly, and Gus brightened visibly.

"So you want me to hold him in my off hand?" she sounded dubious, "I'll still have to try to learn how to parry. What is he, a tonfa or some sort of short blade?"

"Gus, if you would please?" the spirit prompted, holding out his hands. Gus stepped closer to Death, and his body began to blur and shift. The younger Meister inclined her head and her eyebrows came closer, indicating her incredulity as the Weapon grew larger instead of becoming smaller. Death caught the oval shield, and shifted him so she could see Aegis from every angle.

"He's a shield?" Charlie sounded amazed and dubious, as Death showed her the handle and strap on the inner curve. She regained her composure, and continued in a logical tone, "That's way too big. It will only slow me down."

The god casually tossed the weapon to her. Charlie briefly considered dodging, but decided against doing so in Death's office. Instead she braced herself to catch the large guard. But her anticipation nearly cost her on the other side. She had to struggle not to fall forward as she leaned in to catch the Weapon, and found the momentum she was expecting was not there. Gus was remarkably light; Charlie had been expecting twenty pounds of steel, but instead found the shield weighed at most one pound. Despite the lack of mass, he still felt very sturdy, and a gentle warmth filled her fingers.

"That's enough for now, Gus," Death instructed, and the teen returned to his Human form, standing next to Charlie.

"This is what is going to happen," the monstrous headmaster informed them strictly, "You two will be partners, at least until Gus has become a Death Scythe. So that you two can be together, you will both be moved into second year EAT class A. Charlie, with your grades and Gus's help you should be able to make the skip. And once I am satisfied with your teamwork, Charlie will be awarded the rank of two-star Meister. Any questions?"

"What about the Kishin Eggs I have already collected?" Charlie prompted.

"Well, just giving them to Gus wouldn't be entirely fair," the god rubbed his 'chin' in thought, "So how about if for every Kishin Egg you two defeat together, I'll give Gus one of the ones you captured alone. That sounds fair, doesn't it?"

"What if I refuse?" the girl asked carefully, "What if I won't work with him?"

Next to her, Gus looked heartbroken, but Charlie ignored him as best she could. She kept staring intently at Death.

"Then Gus will remain where he is. And I will have to consider carefully whether you belong in the EAT class, Charlie. The risks you take; and your difficulty working with others... Well, those tend to indicate you are not cut out for field work."

Death sounded genuinely disappointed as he said that, and the bottom of his mask seemed to be frowning. That, as much as the implied threat, made the young woman soften for stance. She was greatly indebted to the specter, and trusted him almost as much. She did not like the idea that she was letting him down.

"It was just a hypothetical question," she said softly, almost apologetically, "Of course I will accept your decision and undertake this mission, Lord Death."

"Excellent," Death said, pleased. And Gus perked up again, though this time his excitement was tempered by caution.

"You two are to report to the gymnasium immediately, for a training session with Doctor Stein and Miss Mjölnir."

Charlie nodded, smiling slightly in spite of herself. She knew that Death was offering her the long sought solo time with Stein as a bribe for her agreement, but she let herself be influenced by it nevertheless. She nodded once to Death, and then quickly turned and all but jogged from the room. Gus bowed to the headmaster, and then had to sprint to catch up with his new partner.

"Charlie?" the slight youth's deep voice echoed slightly down the hall as he called out to her. She did not slow or acknowledge him.

"Charlie?" he prompted again, but this time continued, "I'm sure you have your reasons not to want a partner, and that if you had had your choice, you probably wouldn't have picked someone like me. But I think we should make the best of things, right?"

She stopped at that, and spun back to glare at him, her bubble of control bursting.

"Weapon," she barked, and when she saw him wilt, softened her tone slightly, "Aegis. I don't care who you are or what you turn into. I do not like and will not trust _any_ Weapon. And I certainly do not _need_one for a partner. I will follow Lord Death's orders and make you into a Death Scythe, but that doesn't make us friends. I wouldn't even use the word 'partner' if I could think of a better term. The second you consume a witch's soul, you and I are done. Understand?"

He nodded quickly, not looking her in the eyes so she wouldn't see the wetness around his blue orbs. As she turned to continue their journey to the gym, the younger teen threw out one last barb.

"And don't call me Charlie."

* * *

><p>Marie Mjölnir frowned in confusion at the palpable tension between the two teens as they entered the training area. Charlie radiated dull rage, while Gus had an aura of growing despair.<p>

"I guess senpai looses that bet," Stein said to no-one in particular, and then twisted the screw in his skull twice before addressing the teens.

"Death tells me you two are going to be partners, and asked us to help you work on getting Charlie accustomed to blocking with Gus instead of just her forearm and hand."

Both of the students nodded.

"Alright, well I should probably get a better feel for Charlie's fighting style, first," the mad-scientist stated, "I've seen you her practicing a few times, but we've never sparred directly. Marie, Gus, you two should stand back and observe."

Charlie assumed her fighting stance, her right arm raised and extended slightly, and her left arm lower and in front of her body. Mjölnir took Stein's advice, and guided the younger Weapon over to the wall.

"What's the matter, Gus?" the gentle woman asked, as Charlie hopped forward and threw a quick jab at Stein's neck.

"I thought it would be different than this," the slight youth answered. The teacher tilted her head in confusion, so he clarified, "Getting a partner, moving into the EAT class. I thought it would be a great day, one of the best. But Char... lene hates me. She's only working with me because Lord Death threatened to move her into the NOT class."

"I don't think Charlie hates you personally," Marie told him gently, "She just has had..."

The hammer trailed off, not wanting to break any confidences or overstep her bounds.

"Well, let's just say she has had some negative encounters with Weapons."

Stein pushed the slighter fighter's fist away easily, and then launched a combination strike at her right shoulder and left hip.

"Like what?" Gus prompted, his own melancholy displaced by worry for his new-found partner. During the whole conversation, he had never taken his eyes off the young woman. Charlie barely avoided an uppercut to her chin, but the movement cost her. Stein's left foot hooked her right ankle.

"It's not my place to say," Mjölnir shook her head, her golden curls fluttering before her face, "You'll have to talk to Charlie about it. But I think part of the reason Death picked you to be her partners is because he hopes you'll be able to show her another side of Weapons."

Chapel accepted Stein's extended hand, and he pulled her back to her feet. She quickly slipped back into a fighting stance, but he swiveled his head from right to left, and back, once.

"That gives me a pretty good idea of where you are," the Meister teacher said, intending his words for all three of them, "and how you intend to grow. So, now let's try you against me and Ms Marie."

Charlie's eyes widened. She had barely landed one blow on Stein. But she bowed shallowly, and waited for the hammer to join them. The curvaceous blonde slid smoothly to her feet, and walked quickly over to her comrade. Stein lifted his hand, and the female Weapon transformed. In his hand the scientist now held a heavy war hammer, with two ribbons extending from the base of her handle and wrapping around her wielder's wrist. Sparks danced around the steel bludgeon. Stein flipped the hammer around to hold her in an underhand grip. As he did, Marie Mjölnir altered her shape slightly, one side of the hammer's head extending until she looked more like a thick, metallic tonfa.

"Death Scythe Form Manipulation," Gus whispered with hints of awe and jealousy.

Stein jumped forward, and Charlie was instantly on the defensive. He jabbed at her with the short end of the tonfa, and she aimed her palm at his wrist, attempting to knock the blow wide. The scientist resisted the push, and instead twirled the Weapon at his foe's elbow. Charlie pushed off on his wrist and the floor, and skipped to the side. She launched an off-balance kick at his side. Stein caught her calf on his knee, causing the young woman to wince. And as she recovered, the electrified hammer was already flying at her neck.

"Charlie!" Gus shouted, and he vanished. The large shield appeared on her left arm, even as she interposed the limb to minimize the damage. Mjölnir struck Aegis with a resounding clang, but Charlie felt almost none of the impact, nor was the voltage transmitted into her.

"I don't recall asking you to join us, Gus," Stein commented with a disturbing grin.

"But that was not a fair fight," the boy argued, his bass voice echoing out of the metal. Stein swung again, aiming for her collarbone, but Charlie unsteadily interposed her unasked for assistant. Again the attack stopped cold with no discernible effect on the shield or his bearer.

'And they aren't even resonating yet,' Marie shared with Stein silently.

'True,' his mental voice was gentler than his audible one, 'However, that also means she hasn't learned the lesson yet. And don't forget, we're only fighting at twenty percent.'

"It was never meant to be a fair fight," Stein informed the teens, his tone condescending, "It was supposed to show her just how weak and alone she is. Give her a few broken bones, and she might start to understand why Meisters and Weapons fight together."

He lashed out repeatedly, keeping the girl on the defensive. Though more than one strike came close, Charlie managed to keep Gus between herself and their teachers. Finally, Stein sighed, and halted his barrage.

"Fine, you can block. But if you can't fight back, it's meaningless. Let's try the third stage."

As he said that, Mjölnir resumed her Human form. Stein just stood, observing, while the teen caught her breath and spared a few annoyed glances at the guard on her arm.

"Should I change back too?" Gus asked carefully, his voice emerging again from the metal.

"No, for now it will be you two against me," the stitched teacher answered dangerously. Then he gestured to his partner, and Marie slid a wheeled office chair to Stein. He sat backwards in the chair, resting his arms on the back as he rolled closer to teens.

"This time I expect you two to actually put up some kind of fight. But I'll give you a handicap this time, since you aren't used to working together yet."

With that, he launched the seat forward, spinning on the base so his left foot snapped towards Charlie's stomach. The girl's left arm shift to block, and now that she had Gus, she was able to intercept the kick sooner and without being pushed back as far by Stein's greater strength and weight.

The attack had not disrupted her balance as much as Chapel had expected, so she countered with her own leg. But as her toes darted towards Stein's side, Charlie's knee collided with Gus's edge. The impact drove the shield higher and deflect her kick into her opponent's left elbow. Both fighters cringed from the awkward hit, but Stein recovered faster and lifted his right arm off the rest, aiming for her nose. Again she blocked easily with Gus, and this time she swung her left arm out with all of her strength, forcing Stein's limb out of the way and clearing the shield out from in front of her. Charlie put that momentum into her right fist. Then the shield's back hit her spine and her thighs. The contact was not hard, but was unexpected, and the young woman flinched and directed her attention behind her. This give Stein a chance to catch her wrist, and spin her whole body upwards. Charlie crashed down on her back, partially covering Gus. The Weapon resumed his Human shape as his Meister stood. And their sparring partner shook his head with a frown of supreme annoyance.

"I was hoping for a better showing than that," he said condescendingly, "Let's try again."

The second round played out much like the first. Charlie did well on defense, but her attacks were awkward and frequently clipped the shield. At once point Gus tentatively suggested they attempt a Soul Resonance. The only indication that the Meister girl gave that she even heard him was a deepening in her angry scowl. Then, mercifully, the teacher swept her legs, dropping her to the floor for the third time.

"What was that?" he demanded, rising out of the chair.

"I can't help it," Charlie tried not to snarl, "He's great for blocking, but he's too big and gets in the way of my attacks."

Stein's expression shifted as he studied her.

"That's wrong, of course," he finally told her, "Some deviation is to be expected, due to the additional, unfamiliar weight and shape. However, this was far more than that. I'm not sure if it was intentional or subconscious, but you were exaggerating your movements. You made Gus into an obstacle when he did not need to be."

She frowned dubiously at her hero, and Stein smirked as he added, "Let me show you. Gus?"

The older teen changed again, this time reappearing on the scientist's arm. Stein slipped into a fighting stance, one the girl recognized as her own.

"Marie, could you help Charlie?" Stein asked his partner, and the Death Scythe nodded. She walked forward, her fists transforming into smaller versions of her Weapon form's head. Charlie nodded to Mjölnir tersely. She did not mind the blonde woman as much as she did other Weapons. The girl was not sure if was because of Marie's soothing aura or simply because the Weapon's desperate search for love was humanizing.

Charlie went left, trying to get at the side that was not covered by her assigned partner. Mjölnir followed the girl's lead and charged straight forward, hoping to keep the shield and Stein's attention occupied. The female teacher's metallic fists smashed down, crackling with electricity. Once again the attack had no effect on Aegis or his wielder. As Stein held his teammate at bay, his right arm snapped out. Charlie was forced to hop backwards, while interposing her left elbow. Having forced her out of range, the stitched Meister raised Gus a few inches, and dropped his weight by the same amount. His left legs snaked out easily under the shield, and lightly tagged Mjölnir's right hip.

Charlene Chapel's grimace deepened as she realized what Stein was doing. He was imitating her style precisely, and proving that any difficulties she was having with Gus were mostly her own fault. Then the teacher took the teen Weapon's advice and resonated. The force of Marie's next attack was not just absorbed, but was violently reflected. The unsuspecting blonde was knocked backwards onto her butt. And Stein looked at Aegis with a calculating respect.

"That should be enough," Stein announced, and both Weapons returned their normal appearances. Charlie bowed respectfully.

"Gus, if this partnership doesn't work out, I would be more than happy to study you," the scientist informed the younger man. Gus shuddered.

"We'll be meeting again next Sunday," he continued, addressing both students now, "and if I don't see a marked improvement by then, I might have to schedule some additional... special... lessons."

Both teens looked uncomfortable, and nodded.

"Oh," Marie suddenly exclaimed, as if remembering something, "I'm supposed to tell you both that you are in class 2A starting tomorrow. That's my homeroom."

"Lord Death already told us," Gus said politely.

"Oh, good," Mjölnir smiled happily, "See you both tomorrow."

Gus and Charlie both inclined their heads again, and Gus could not suppress a small grin. The two left, and as they did, Marie made note of the fact that this time they were walking side by side. For the beginning of their trip the duo continued in silence, until they exited the school. At that point, Gus's nerves and excitement got the better of him.

"You're really good, Char...lene," he announced, "lasting that long against Mr. Stein. I heard a couple of years ago he completely dismantled three of the top first year Meisters and their Weapons, all at the same time."

She did not respond, and Smithson tried to stop speaking.

"I'm sorry I got in your way." He failed.

Charlie let out a harsh sigh, and looked down at the older boy. She tried to say something kind, or even neutral, knowing that antagonizing her forced partner would not help her. But the sentiments caught in her throat.

"I'll just have to change how I fight," she stated darkly. Gus looked down regretfully, and this time remained silent. Finally they reached a fork in the road, where they had to separate to reach their respective dorms. The Weapon looked like he was about to say something, but forebode, and continued to walk slowly towards the boy's housing. Feeling for him in spite of herself, Charlie built up all her mental focus.

"Aegis," she called out as kindly as she could, and the older teen turned back to look at her.

"See you tomorrow," she offered. He grinned happily, and nodded broadly. As he turned away there was a renewed bounce in his stride. With a wry smirk, Charlie Chapel continued to her own home.


	3. Chapter 3

_Charlene Chapel was six-years old again. She was with her mother on a sunlit hill. A cool breeze washed over them. Between the sun and the breeze, the temperature pleasant instead of hot They were seated on a red and white checkerboard blanket. Her mother was unloading the plastic wrapped plates of food from a large wicker basket. Her father had gone back to the car to get the cooler._

_Somewhere in the back of her thoughts, she knew that this was not how it had been. But the artificial reality her mind had constructed was too pervasive._

_A sharp wind blew in thick clouds from out of nowhere, and the field was plunged into almost total darkness. The child reached for her mother, who took her hand comfortingly. Charlie shuddered from both fear and a chill. The navy-tressed woman pulled her daughter in, hugging her lovingly until girl's shaking stopped._

_It appeared at the precise moment she stopped expecting it. It was shaped like a human, walking on two legs with appendages that were not quite arms hanging from its shoulder. But every inch of it was covered with steel shards, like hundreds of daggers of varying sizes were erupting from its skin. Its face was a flat plain of mirrored metal with no eyes or nose. It did have a mouth, gaping open to show its knife teeth. Unlike the chaotic array of blades on it body, the ones in its mouth were perfectly straight and ordered. Its tongue, the only part of it recognizable as flesh, played over its teeth hungrily as it stepped closer to the two females._

_"Give me your soul," the creature rasped._

_"Charlie, run," her mother ordered, pushing the girl away from the beast as she rose to her feet with the grace of a dancer. The child stumbled a few steps, but froze in terror before she could make her escape. Her mother deftly dodged the first attack, but made no move to strike back or to flee. The next two stabs also missed, but then the creature seemed to learn her rhythm. Its left arm lashed out diagonally, and a large blotch of dark red dyed the blanket. The girl's mother was spun back toward her, and fell. She landed facing the girl, crying in fear for her offspring. She tried to say something, but no sound escaped her lips. The monster grabbed the back of her mother's sweater, and started to lift her._

_"Minerva!" Charlie heard her father shout in rage, as he barreled into the beast. The sharpened flesh tore through George Chapel's shirt and shoulder. Despite his injuries he pushed the monster back, forcing it to release his wife. It recovered without falling, and faced the man with a wicked grin._

_"Ken, what have you..." her father's statement was cut off abruptly as the creature swung its forelimbs at him. The Meister deftly slid between them, ice surrounding his right hand as he tagged the thing in the chest. Frost surrounded the metal spikes, but her father's hand suffered multiple lacerations in return. The creature's knee shot up, and the man was not able to fully dodge. He took multiple deep cuts in his right side and calf. George fired off another punch, this time at the monster's unsharpened face. The creature snarled in surprise as a layer of ice wrapped its head. But the attack did not slow it, and its arm stabbed into her father's chest. A single blade emerged out the back of George Chapel's back, behind his heart._

_'This isn't what happened,' a phantom of the teen-aged Charlie tried to take control of the illusion, as the thing dropped her father and stalked closer to her younger self. _

_'This is wrong. It's not real!'_

_Her protests did not change the world. The creature grinned darkly as it raised its arm over the child._

_"NO!" both Charlies howled, one in rage and the other in terror._

* * *

><p>Charlie bolted upright in her bed, barely suppressing the scream. For almost a minute, the Meister sat there, panting, reassuring herself that she was free of the nightmare. Then she stood and walked numbly to the basin on her dresser. She still habitually fill it with water every night. She took the washcloth beside it, and gently cleansed the dank sweat from her face and neck.<p>

"It's been six months," Charlie whispered to the empty room. In the past her night terrors had proven too intrusive for her roommates, so she had been given a solo berth in one of the smaller dorm rooms.

"Why now?" she demanded of the mirror, already suspecting the answer. When she had first come to the DWMA, the dreams had occurred two or three times a week. By the time she had destroyed her first Kishin Egg, her nightmares were only a monthly event. And she had not had one since her third kill. More skill and confidence, more control over her life, that equated to fewer bad dreams. Now she had lost some of that control, and was being forced to associate with a Weapon.

"It's not his fault," she forced herself to say. Her rational thoughts warred with her memories. Finally, she pushed herself away from the dresser, and looked at her clock. It read four seventeen, almost an hour before she would have normally gotten up. Charlie considered trying to lie down, but decided it would be a waste of time. She doubted she would be able to fall back to sleep when she was so riled up.

'It's not like I'm afraid to go back to sleep,' she told herself silently. Instead she quickly stripped off her nightshirt and panties, and dressed in her morning workout clothes. After slipping into the loose shirt and shorts, the young woman pursed her thin lips in thought. Coming to a decision, she grabbed an extra white t-shirt. Then, with stealth that would have brought tears to the eyes of a certain ninja Meister's partner Weapon, Charlie tiptoed out of her room and padded down the stairs.

Charlene was moderately surprised when she reached the small gymnasium in the girl's dorm and found that it was not empty. Another young woman was already present, sitting on the floor cross-legged, with her back pressed against the wall. Charlie stifled her her greeting when she realized the other girl was meditating. The newly raised sophomore instead studied her schoolmate.

The junior was a few inches shorter than Charlie, and slightly more curvaceous. Her short-cropped pink hair was looser than usual, and her green eyes were unfocused. Instead of her normal Spatori sailor suit uniform, she wore a loose shirt and pants, not dissimilar from what the younger Meister was wearing. Kim Diehl had been called the Witch of the Girl's Dorm even before it was revealed that she was a real witch. Chapel had been neither surprised nor off-put by the revelation.

Charlie's brown eyes flashed gold as she observed the older teen. The martial artist shook her head, reminding herself why she was here. But for a moment after that, Kim's eyes cleared, and she studied the younger woman in kind. After a few seconds, and before Charlie could notice her interest, the witch turned Meister returned to her meditations.

Charlie walked over to the other side of the room and quietly opened the supply closet. She took a two pound barbell and wrapped it in her spare shirt. Then she tied the weight to the outside of her left wrist. She returned the the workout room, took up a position as far as she could from the other student, and dropped into her fighting stance.

* * *

><p>Gus could not help but fidget, and try not to stare too much at his partner. Charlie, on the other hand, had a relaxed stance which belied her moderately annoyed expression. The two teens were waiting in the hall outside EAT room 2A, waiting for Ms Mjölnir to introduce them to the rest of the class. As the muscles in Chapel's arms and legs started to tense up, the door opened, and the blonde Weapon indicated they should enter.<p>

"I'm guessing some of you probably already know, or know of, our new classmates," the Death Scythe hammer announced, "Aegis Smithson is moving over from NOT class 2A..."

"Gus!" two voices shouted from the back row of the tiered classroom, and the shield Weapon looked surprised and uncomfortable at the outburst.

"Yes," Marie acknowledged the teen's nickname, and then continued as if she had not been interrupted, "and his Meister partner Charlene Chapel, who joins us from class 1B."

This set off a round of soft murmuring, both that the tall girl was a year younger, and that she was skipping a grade in the middle of the term.

"Charlie and Gus, you two have the empty seats on the second row." The teacher indicated the unoccupied double desk. Charlie strode quickly to her assigned seat, forcing down her distaste for the fact that she was now being forced to share a desk. Gus followed her closely, but hung back to allow the girl to choose which of the two seats she wanted. As he had expected she took the spot on the bench closer to the door.

"That is all for homeroom, you are free until first period," their teacher informed them.

At the word 'free' , most of the rest of the students surged out of their seats and surrounded the newcomers. Neither of the duo looked pleased by the attention.

"Heya, Gus," a burly young man with crew-cut dark blonde hair and a kind face said before anyone else could speak, "Congrats on finally getting' inta the EAT class."

"Thanks, Tank," the shield responded evenly.

"Name's Eric Gunderson, but 'round here people call me Tank. I'm a Shotgun type Weapon. And this here's my partner, Missy."

He pulled over a girl with his left arm, and stuck out his right hand to Charlie. She glared at him darkly, and after a few seconds Tank figured it out and retracted his limb.

"Melissa Benoit," the girl elaborated blandly with a slight French-Canadian accent. She was a noticeably shorter than Gus's partner, and much more feminine in her build and bearing. She wore slender, rectangular glasses over her bright green eyes, and her purple-black hair hung in a pony-tail down to the middle of her back. She wore the standard sailor suit style uniform, but with a knee-length skirt instead of the usual thigh-length garment.

Missy appraised Charlie coolly. She did not attempt to shake Charlie's hand, but instead turned her attention to Gus.

"Smithson," she inclined her head slightly to him, sounding mildly put upon.

"Melissa," Aegis returned the nod and spoke with a tone of resignation.

"I take it you two know each other," Charlie said quickly, more to forestall any questions or introductions from the other student, than out of any real concern or curiosity.

"Gus and Missy are rivals for the top spot in second year," Tank provided, missing or ignoring the daggers his partner glared at him, "Them and one of the girls in 2C. They're always numbers one, two, and three. And Missy gets kinda cold and formal with Gus when he's ahead of her. But they're still friends, right guys?"

Based on the reactions of the two intellectuals, Charlie guessed that Tank was probably guilty of wishful thinking on that point.

"You're _the_ Charlie Chapel, right?" one of the other boys suddenly interjected, "The first year, one-star Meister who took down like a dozen Kishin Eggs without a partner."

"You think you're going to be able to hand sophomore classes?" one of the other girls said cattily.

"Of course she can," Gus interjected angrily, "She was in the top twenty for the freshmen."

Charlie was unsure how she felt about his assertion, but before she could think about it too much, the next round of questions peppered them.

* * *

><p>The final bell rang, and Charlie darted out of the room before her classmates could surround them again. She knew she was leaving Gus to the wolves, but was more concerned with making her own escape. Charlie was not precisely a loner, but she did not like large groups or being the center of attention. She quickly made her way through the halls, and exited into the back of the school. She sprinted over to the stand of trees where her note had instructed Gus to meet her. The younger girl hoped none of the other students of 2A saw the slip of paper, and that her partner could make it there without being followed.<p>

Aegis arrived just over forty minutes later, and as per her sharp script, had changed into his Phys Ed uniform. She expected him to be mad, or at least annoyed, at her unclear orders and subsequent abandonment of him. Instead, the short Weapon only wore an expression of confused anticipation.

"So, why did you want to meet me out here, Charlene?" Gus asked after she acknowledged him with a terse nod.

"We need to practice, for this weekend."

He bobbed his head, already having figured out Charlie was anxious to impress Professor Stein. He suspected she might even have a bit of crush on the unhinged Meister scientist, but he kept _that_ theory to himself.

"Okay, but then why do I need to be in my gym cloths?" he prompted, "Once I change it..."

"You aren't going to be transforming," she cut him off, "Not yet. First I'm going to teach you some martial arts."

Gus stood a little straighter, smiling happily. But the tilt of his head and lips indicated a continuing, if lessened, lack of understanding.

"That's great. But why? Do you really want to waste your time on me like that?"

Charlie felt a small chill in her heart she could not or would not identify.

"It's not a waste of time," she said kindly. Then she seemed to recognize what she said, and her voice grew sterner, "First of all, the more you know about how I fight, the better we can work together. So you won't shout out stu... unnecessary warnings when I'm trying to draw an enemy in."

Gus nodded thoughtfully.

"Second, we need to improve your physical abilities, particularly your stamina. I can't carry your other form around all the time, so you need to be able to keep up with me better than you did yesterday."

"Finally, I need to go over the basics again anyway, with this." She took her makeshift arm weight out of her backpack. "So we can use that time to also do the first two things."

"Okay," he agreed enthusiastically, "Where do we start?"

"We'll take a light run to warm up. Then we'll go over stances and basic attacks. Then, depending on how far we get, and how tired we are, we might run through some forms with you in your shield form. For now, just follow me and try to keep up."

She started jogging toward the edge of the tier on which the park was situated. Gus hopped to catch up, and then struggled to keep pace beside her.

"Hey, Charlene?" he called out near the end of their first lap, "Can I ask you something?"

"What is it?" she responded neutrally.

"It's just..." his bass voice wavered as he tried to think of how to phrase his question "Well, from what I saw in class today, it seems like you don't like Weapons very much. I thought it was just me, because Lord Death forced us to work together..."

He lied blatantly, so she wouldn't get angry at him or their teacher.

"… but when the Weapons in class tried to ask you things, you glared at them and didn't answer. You at least talked to the Meisters, though you didn't seem to like the attention any more than I did."

"And?" she prompted darkly, when he stopped talking to catch his breath.

"I was just wondering if there was a reason why. Why don't you like Weapons?"

"That's none of your business, Aegis," her voice carried a very clear warning, "So shut up and save your breath for running."

He nodded silently, but carefully studied the expression on her face.

* * *

><p>The war hammer deflected off the shield with a brilliant tone. Mjölnir shot back with more force than she had struck, but Stein controlled the extra energy. To avoid being thrown off balance, he shifted the momentum into his legs. His left foot swung at her ankles, but Charlie flipped backwards to avoid having her legs swept. Instead of completing her flip, she thrust Aegis down, placing all her weight and her Soul into the Weapon. Gus's power repelled the floor as they hit, but despite the teens' combined power, the reinforced planks did not give. Instead the energy was sent back, and shield and martial artist were rocketed back the way they came. Stein's eyes widened as the girl shot at him, feet first. He spun out of the way, but her left heel still clipped his chest. Charlie landed and turned back to face the two teachers, ready to block the next attack. But Marie was already back in her Human mode and Stein was in a relaxed stance.<p>

"That will be enough," the stitched Meister informed them, and Gus resumed his normal appearance. Stein then reached up and brushed the frost off his left shoulder where Chapel had landed an earlier punch. Charlie was still mildly chagrined that her power had not been able to do more than slow the teacher slightly and form a few ice crystals on his coat. She knew but adults had stronger Souls and more experience than she did, but she had never had for Soul Frost resisted to that extent.

"You two have improved again," Stein noted, and both teens smiled, though Charlie did not look at Gus when he looked at her.

"Not as much as last week, but certainly much better than the two weeks before that. And you seemed to have learned to do something resembling Soul Resonance. Though you are only using it to activate Gus's powers, not to boost your own, Charlie."

"Do you think they are good enough?" Marie asked her partner.

"They're borderline. But Gus needs to get his feet wet, and it wouldn't be good for Charlie to get too out of practice, so I'll give it to them anyway."

Out of an inside pocket of his coat, that seemed too small to hold it, Stein produced an unlabeled manila envelope and handed it to Gus. Smithson quickly opened it, and started to read. Charlie looked over his shoulder.

"Death authorized me to give you this mission if I judged you were ready. The Kishin Egg only registers as a class C, but it's a place for you two to start. Will you take the case?"

Gus caught Charlie's eyes hopefully. And for once, she did not try to avoid his gaze or look away, but instead all but matched his expression. The Meister's happiness was more restrained, but she still nodded to her partner.

"Of course," they said in unison.

"Great," Stein said dismissively, already knowing what their answer would be.

"Have fun in Florida," Mjölnir told them pleasantly, "I'll save the assignments you miss, for when you get back."

Gus handed Charlie her plane ticket, and began grilling her on what her past missions were like, and the two teachers quietly slipped away.


	4. Chapter 4

Charlene Chapel and Aegis Smithson stepped out of the bus into the bright sun, and Charlie covered her eyes. Though it was a few degrees cooler than it had been in Nevada when their plane took off, the wet, swampy Florida air felt much more oppressive. Gus started sweating almost immediately.

Upon landing, the partners had boarded a bus headed for the coast. Their target had been haunting small fishing and resort villages, moving slowly north. Their destination was modest town, the next in line, if the Kishin Egg did not change his or her pattern.

"Let's get out this heat; have a late lunch," Gus suggested desperately, gesturing towards the most familiar building in the town, a Wendy's restaurant. A single bead of sweat rolled down her neck and between her shoulder blades, and Charlie followed him without complaint.

"A single Baconator™ combo, no mayo, with a Barq's, no ice," Gus rattled off to the cashier with practiced ease. He looked back at his teammate as he took out his wallet, and prompted, "What do you want, Charlene?"

The young woman stared wide-eyed at the menu. After an extended period of consideration, the person in line behind them cleared her throat, and the Meister broke out of her reverie.

"A chicken Caesar salad," she finally said, and then colored slightly as she added, "and a small chocolate shake."

Then she looked at Gus as he started to count out bills.

"I can pay for myself," she said sharply.

"But won't it be easier if we only have to fill out one expense report, and only have one receipt per meal? Beside he already rang it in as one order."

"Fine," she grumbled, and then told him roughly, "But this doesn't mean you bought me lunch."

"Of course not," Gus agreed amicably, handing the now visibly irritated cashier the money. He gave Gus their receipt and waved them to the side to wait for their food.

"How do we find our target?" Gus asked, setting aside his half-eaten burger, so he could take a draw off his soda. He set the cup back down, and continued, "It's not as if we have a Kishin Radar, or even a photograph to go on."

"Kishin Radar?" she prompted, amused in spite of herself.

"Kishin-meter?" he offered sheepishly. Her lips twitched further up, but she forced herself to remember what Gus was, and why they were here.

"We can sense the corruption in his Soul, right?" she asked condescendingly, "Of course, for a C-Rank, we'll have to get closer first. So we investigate, listen to rumors, ask about strangers, look for anyone acting suspiciously."

"'We can sense the corruption in his Soul'?" Gus parroted in confusion, "They never taught us that in the NOT class."

Charlie regretted her tone, at least a little.

"When we get home, we should ask Dr. Stein what else we have missed from the first year EAT class," the Meister said firmly.

"Okay, how close is close?" the boy asked thoughtfully, "Arm length? Twenty feet? Further?"

"It varies, but usually around twenty feet," she confirmed.

"Can you sense anything now?" Gus's had not been speaking loudly before, but now his voice dropped to a conspiratorial whisper.

"Why?"

"Because _that_ is someone suspicious," the Weapon explained softly. Chapel turned subtly, following his gaze to a table close to the door. She had to admit he was right.

The man was huge, easily over seven feet tall. And he was thickly muscled without being bulky or fat. His short black her was unkempt, and he had beady black eyes. He was wearing a white tank top, navy blue swim trunks, and similarly colored flip-flops. He was eating two triple versions of the sandwich Gus had ordered, occasionally setting one of them down to grab some fries or take a drink. But the quantity of food, was not what made him stand out the most, nor was the hasty manner in which he consumed it. His skin was dark blue, and scaled. He appeared to have gills on his neck. The Meister thought it could have been intricate tattoo work, but could not tell for sure from across the room. And when he opened his mouth to take a bite, she could see his teeth were sharpened. Combined with his small, dark eyes, it gave him the appearance of a shark.

Beyond just his appearance he had... something with him, leaning against the window. It was about a foot longer than the man was tall, as wide as his shoulders at the widest point, vaguely oblong, and completely wrapped in white cloth.

Almost everyone in the restaurant was staring at Gus's target, which Charlie took to mean he was not from the area. If their suspect was aware of the attention he was attracting, he was ignoring it.

Charlie reached out with her Soul, and felt a faint miasma from the odd giant. Not what she would have expected from a Kishin Egg in the second stage, but more than a normal person should have. Her eyes flashed golden briefly, and then she shook her head gently.

"There is something unusual about him," she told her partner, "but I can't be sure."

"Then we should follow him," Gus said passively, taking another bite of his burger and trying to look harmless. The girl nodded, and resumed eating her salad.

* * *

><p>Tailing the giant was easier said than done. After collecting his wrapped thing, he strode out of the building. Though he was simply walking fast, rather than outright running, one of his steps was equal to two of Charlie's. The Meister and Weapon struggled to both keep up and not be noticed. But their target did not look back, nor did he seem suspicious. The hypothetical Kishin Egg moved quickly yet certainly through the small town, attracting plenty of odd looks as he passed. After only a few minutes on their feet, the road ended, giving way to a white sand beach. The big guy continued halfway to the shore, gathering even more interest than he had in town. By the time he stopped and stabbed his board into the sand, a group of teens was approaching him. They appeared roughly Gus's age, but were much taller and more muscular. Smithson looked worried as the giant turned to meet them, and his partner tensed to defend the clueless youths. The closest local reached into his backpack.<p>

"Can we get your autograph?" the younger surfer produced a magazine, and tentatively held it and a pen out to the giant. Charlie and Gus froze in surprise, as the unusual-looking athlete smiled openly and took the offered items. He scrawled his name across the front of the periodical, which the tall girl noticed had his picture on the cover with the headline 'Surfing's Nicest Bad Boy'. After handing the prize back, he turned and glanced at the DWMA students.

"I assume you two want my John Hancock, too?" he asked, "Seeing as you followed me all the way here?"

"I'm sorry, but who are you?" Aegis asked, not having been able to see the magazine cover from his low angle.

"Dude, that's Ken 'the Shark' Star!" one of the other teens declared incredulously. Gus shrugged to indicate that the name did not help.

"He's like the coolest surfer on the pro tour!"

"Is that Samehada?" another of the locals queried excitedly, staring at the wrapped plank, "Can we see it?"

"Sure," Ken agreed easily, "I was just about test out the waves here anyway."

He carefully unwrapped the bandage, revealing a brilliant blue and white surf board with the same carnivore motif as his inked skin.

"If you aren't after my autograph, why'd you follow me?" the Shark asked, trying not to sound suspicious. Charlie frowned, and struggled to come up with something plausible.

"Charlene said she recognized you, but she wasn't sure where from," Gus insisted, "I thought it might have been one of those tattooing shows. But she didn't think so and it was really bugging her. So we decided to see if she could remember."

The girl's chagrined look came from being shown up by a Weapon with no field experience; but it stood in for having asked her friend to tail a celebrity.

"So, you're gonna win the tournament this weekend, right?" The locals had grown bored, and switched the subject back to the sport.

"If Ian lets me," Ken offered with a smirk, "and speak of the devil..."

Everyone turned as the soft crush of sand indicated the newcomer's approach. The Floridians goggled, while the hunting teammates studied him more objectively.

Even had Ken not indicated he was a colleague, the other man's board would have marked him as a surfer. He was just under six feet tall, with shoulder length black hair and sunken black eyes. His build was more wiry then muscular, and his skin was oddly pale for someone who worked outside. He wore a black silk Hawaiian shirt with a red cloud print and red trunks. His board was also black, interrupted by a single, creepy, flower-like crimson eye.

"Ian," Ken chided him with easy familiarity, "what's the point of spending all that money on a custom board, if you're just going to let the sun bleach it out?"

"If that happens, I can buy another. It's just a board."

Ken frowned, and teen surfers looked aghast.

"You've changed, man," the Shark sounded disappointed, "Where's the respect you used to have for the sport? And what happened to saving money to help your little bro?"

"All that crap was just holding me back," the pale man countered dismissively.

Charlie extended her Soul toward Ian, and instantly sensed what she expected to find. A core of red-purple madness had infused his being. The surfer was no longer Human.

"You're the Kishin Egg," she announced, kicking off her sandals as she took a step to position herself between Ian, and Ken and the locals. Gus scrambled into place at her left side, but did not transform.

"That's why Charlie sensed a trace of your evil on the other surfer," the Weapon stated hastily, "You two travel and compete together. It caused some sort of unconscious resonance. And that's what he meant by 'you letting him win'. The more you transform, the harder it would be for a normal person to compete against you."

"Best way to juice ever," the incomplete monster barked a laugh, "better than steroids or speed, and the judges can't find anything. But since you know, I guess I'll have to make you guys my next dose."

He took a step closer and his insanity began to glow visibly around him. The locals backed up slowly for a few paces, and then broke and ran. But the Shark held his ground. Ian lifted his board, and swung it at Charlie's neck like a club.

"Aegis."

Before she had finished saying his name, Smithson had vanished and reappeared on her arm in his Weapon form. The surfboard hit the shield and splintered around the impact. The Kishin Egg withdrew his damaged board with a look of surprise. He flung it away, and launched an uneven kick instead. Charlie easily slid around his leg. The girl recognized that while he was fit and his corruption increased his strength and speed, the surfer was no fighter. She could have chosen to avoid his attack completely, but instead she extended Aegis. Chapel forced a spike of her own Soul into the shield as he brushed the Kishin Egg's leg. The limb shot away, turning the fallen surfer so his back was to them.

"Soul Frost," Charlie said sternly, placing her hand on Ian's back, over his heart. The Kishin Egg struggled to escape, but his movements were already slowed before he could think to move. The Meister stayed behind him, pouring cold into him. As his arms and legs started to frost over, Ken Star decided he had seen too much, and took off, barely snagging his own board as he fled.

"So long," the girl told her frozen enemy, before kicking through his torso. As the Kishin Egg's body crumbled, Gus resumed his Human form, and caught the chaotic Soul as it fell. He regarded it for a moment, then looked up at Charlie questioningly.

"Is this okay?" he asked, "I don't feel like I did much to earn it."

"If nothing else, the fight ended faster than it would have without you," she responded darkly, "And this is why Death put us together in the first place."

Gus nodded and lifted the Egg to his mouth. After a brief expression of worry, he slurped the Soul in and swallowed. He waited for something to happen, and when nothing changed, he relaxed.

"How did it taste?" Charlie asked, unable to contain her curiosity.

"It didn't,"Smithson considered briefly before answering, "it tasted like... nothing. It just tingled a little, like static off a balloon."

The martial artist retrieved her shoes and reluctantly put them back on. She preferred to go barefoot, even in winter, but was forced to wear the sandals when she traveled or shopped. She was just thankful that she was not required to wear them at school.

"Let's get going," she said firmly, starting to walk back towards the town's bus stop. Gus followed, but he frowned in disappointment.

"It's a shame to be this close, and not go to Disney World," he sighed.

"I wouldn't know," she said sharply as their feet hit pavement.

"You've never been been to Disney World?" he prompted neutrally.

"I've never been to any amusement park," she countered quickly. She tried to hide it, but Charlie unable to keep a hint of melancholy out of her voice.

"That's too bad," the shield said, "There is a decent amusement park, Valleyfair, near where I grew up. It isn't that big, but it has some great roller coasters..."

He considered her, and then suddenly nodded. He broke off and jogged over to a closed hobby store. He breathed heavily on the window.

"Shi ni shi ni go ro' shi," Gus said the Japanese names of the numbers as he wrote 42-42-564 in the vapor clinging to the glass. The digits began to glow, and the window shimmered.

"Hello, Lord Death," the Weapon said, when their headmaster appeared.

"Gus, Charlie," the specter acknowledged the girl as she joined her partner with a curious expression, "How is your mission going?"

"We're already done, no problems," Gus answered, his tone and speed of speech indicating he did not consider the matter worth discussing.

"Lord Death," Smithson addressed the god as sternly as he dared, "Did you know that Charlene has never been on a roller coaster?"

"Not particularly," Death sounded confused, "I suppose if I took the time to think about it, I probably would have guessed that... Why?"

"Because that's..." Gus struggled for the right words, "… not good! We're going to stay in Florida tonight, and I'm taking Charlie to Disney tomorrow."

Then he paused, realizing he was setting terms for the double authority figure.

"Is that okay?" the boy added more carefully.

"You finished your mission quickly, so if you two don't mind missing another day of classes, I approve. Just don't try to expense the tickets."

"Thank you, Lord Death," the boy said quickly, breaking the connection before Charlie could protest or Death could change his mind.

"What are you doing?" Charlie asked softly, "Why are you doing this?"

"I'm not so much of a goody-two-shoes that I won't take the chance to skip a day of school once in a while to play at an amusement park," Gus answered with a glib grin. She started to counter, but his expression sobered and he continued before she could.

"I know you don't think much of me Charlene, and I'm not really sure if it's just because I'm a Weapon, or if there is something about me personally that bugs you. But I _do_ like you. I admire you, and I'm your partner, and you taught me martial arts, whatever your reasons. I think of you as a friend, and I like to think that if I wasn't a Weapon, you might feel the same way about me. And the idea that one of my friends has never been to an amusement park is just too sad to let pass. So I'm taking you to Disney World tomorrow, like it or not."

Charlie paused, unsure of what to say. She turned her face away, so he could not see her trying to keep a smile off her lips and wetness out of her eyes. Then she regained her control. She shrugged, looking back at him with a wry, defeated grin.

"Fine, Aegis. But you're not just getting the tickets. You'll be paying for my food, too. Lunch _and_ snacks"

Gus nodded with a happy smile.


	5. Chapter 5

**Lesson 5**

"...have three to spare, you can give me one," a brusque voice insisted in a falsely reasonable tone.

Charlene Chapel and Aegis Smithson had entered Death's chamber, to give the headmaster their report. They had been invited in, and had the reasonable expectation that Death was waiting to speak with them. Instead the god was staring into his mirror. On the other side was an older man, with dark brown eyes, weathered skin, and thick grey hair. He was wearing a military uniform that looked important, but neither teen could tell his rank, or even which branch of the US Armed Forces he belonged to.

"I understand that you don't want to give up your student or the child," the soldier continued, "but the Frog one is doing nothing. We can put her to use. It would give us a tactical advantage, and might even let us help your people."

"I'm not sure how you know all that, General Thomas," Death countered unhappily, "but your information is incomplete. Eruka is not an ally, she is a prisoner. And not a particularly cooperative one. She _might_ enchant your weapons, but she could just as easily curse them. And you don't have any means to tell which is which, do you?"

The human tsked, which Charlie took as a confirmation.

"Besides that, she still has a connection to Medusa," the specter said, "which means you would be inviting a spy into your base to look at your equipment."

The general frowned, apparently unaware of the risk and discouraged by it.

"And last, but most importantly; what you are asking of me is of questionable legality, at best. I'm sure you know the treaties and laws almost as well as I do."

Thomas grunted, and then cleared his throat, looking past Death.

"You have a point," he agreed, "And more importantly, you have visitors. I'll take your arguments under advisement, and we can talk about it again at a later date."

"I look forward to it," the god agreed without conviction. He severed the connection, and turned to his students.

"I apologize for that, Charlie, Gus," he told them, "I thought our meeting was done when I let you in, but he ambushed me with that last minute request."

The partners were both curious, but kept silent, knowing it was none of their business.

"Alright," Death said in a more upbeat tone, "Let's hear how your first mission went.

* * *

><p>"So Ian Kindler was the Kishin Egg," Death sounded decidedly unhappy as he repeated the main point of their report.<p>

"I guess that explains his sudden jump up the ranks. And I was looking forward to Surf Warriors... " he noted, and then he shook his shoulders to rid himself of those thoughts, before continuing, "Oh well, where were we? Oh, right, our deal."

Death glided over to his table and reached underneath, taking out a jar the Charlie was very familiar with, but that Gus had never seen before. He took off the lid, and dug deep into the mass of corrupted Souls, extracting one from near the bottom. The specter held the Kishin egg out to Gus, and the Weapon took it and quickly swallowed it.

"Now then, General Thomas has inadvertently given me an idea. I have another task for you two. Well, it is mostly for you, Charlie, but I want Gus to go along too."

Smithson leaded forward in anticipation, and Chapel frowned dubiously.

"As you may both know, a few months ago, we captured the Frog witch, Eruka. Eruka had been one of Medusa's top agents, and we were hoping she could provide us with information about Medusa's plans and whereabouts. Though she let a few things slip early on, recently she has given up. She is convinced that Medusa will kill her if she talks, and we will kill her if she doesn't."

"And what does that have to do with us?" Gus asked, his expression bewildered yet thoughtful.

"I want you two to talk to her," Death said immediately, "Give us a more pleasant face. Get to know her. Let her know that we don't summarily execute prisoners. Maybe convince her that we can protect her from Medusa, and that we understand her."

The specter was staring intently at Charlie as he said that.

"Is that the truth?" the girl prompted pointedly, "You know I agree with all of that, but I don't intend to lie to her."

"I swear."

"Do you want us to negotiate, or just to talk to her?" the Weapon asked.

"For now just talk," Death told him, "I don't want you making promises we can't keep."

"Do you really think she will open up to... us?" Charlie queried softly.

"I'm not sure." The god shrugged.

"What are you trying to do here, Lord Death?" the girl sounded even more uncertain after his denial.

"I'm not entirely sure of that, either."

* * *

><p>The two teens approached the reinforced door slowly. Gus carried the ancient key that Death had entrusted to him. And for the first time since he had met her, Gus thought Charlie looked unabashedly nervous. The two had gone their separate ways briefly after their meeting with Death, the Meister saying that she needed to prepare for their new assignment. It was a few hours later into the afternoon when they met again, not that the time was readily apparent in the lower levels of the school.<p>

"Aegis," Charlie said softly, as they drew closer to the barricade, "I... Uh... Well, this is probably going to come out in there, and I figure I should tell you first. So you don't look surprised, and we can present a united front."

"Okay," he agreed, his own anxiety growing with his confusion.

"It's not like I'm ashamed of it," she said, prequalifying her revelation as a way to delay, "if anything, it's the opposite. And I wasn't deliberately hiding it. I just don't make a habit of announcing it. It worked out fine for Kim Diehl, but that's no guarantee it will be the same for me."

"Charlene, are you a witch?" Gus asked carefully. Charlie jumped at at the question, and forced herself to take a breath and look at him before she answered. Smithson did not flinch, he studied her without even a hint of fear or disgust. She wondered brief if his reaction would have been the same for a stranger, or if this was part of him counting her as a friend.

"No, I'm not," she finally admitted, "But my mother was."

"Your mother was a witch, but you aren't?" Gus sounded more uncertain than before, "I thought all witches' daughters were witches."

"No," she explained, "Most witches enchant themselves to ensure that their magic is passed on the the next generation. But my mother did the opposite, she cast a spell on herself so her children would not be witches."

"Okay," Gus withheld his questions about her mother's motives.

"That's why Death asked us to do this," he suddenly realized.

"Probably," she nodded, "I know thing about witches that even some of the teachers don't. And I understand better than almost anyone, that not all witches are evil. And whenever possible, I want to try to help them to believe that, too."

"Then let's not keep Miss Frog waiting any longer," Gus suggested. Charlie nodded and he inserted the key into the lock. As Smithson turned it, thick bars of iron, copper, and oak retracted After the boy had completed a full rotation and retracted the bolts, the girl grasped the handle, and pulled the armored door open.

The prisoner stared at then through the veil of her wild and matted silver hair. Her thin face had been called pretty in the past, but now her cheeks were sunken, her skin sallow, her dark ringed eyes possessed by equal parts defeat and apathy. Her sharp orbs studied them, and at first Gus thought they were black. But as he met her gaze, he realized there were instead an extremely dark shade of green. Though three years older than Charlie, she was about the same height, and, after losing most of her previously modest curves to stress and poor nutrition, even skinnier. She wore a pointed orange hat with eyes and a mouth stitched into the front, and a black dress with white polka dots. But like Eruka herself, her clothing was the worse for her extended imprisonment; dirty and ragged. Even more than her appearance, what drew both Gus and Charlie's attention was the complex and deadly bomb strapped to her chest.

Eruka Frog said nothing, her eyes darting back and forth between the newcomers. Charlie pulled the barrier back into place, but her attention never left the captive witch.

"Hello," Gus said suddenly, "I'm Aegis Smithson, but you can call me Gus, most people do. And this is my partner, Charlene Chapel. It is a pleas... interesting to meet you, even if it is under these circumstances. It's been years since I've talked to a witch, though I have..."

The shield stopped himself before he revealed that he had seen Kim Diehl around campus, he was not sure if the other witches were aware that the Tanooki witch was effectively a defector. But Charlie looked at him curiously after the first part of his aborted statement.

"Sorry," Gus told the older girl, "I babble when I'm tense."

"So, which of you is going to eat me?" Eruka asked darkly.

"What?" Gus was surprised by the direct question, "What do you mean?"

"I haven't been cooperating lately," the prisoner said, "You said 'partners', so one of you is a Demon Weapon and the other is a Meister. And I haven't seen either of you before, so the next assumption is that my soul is to be food so you can power up."

"I wouldn't," the young man sounded insulted, "I mean, maybe after a fair fight, and if you were..."

"Aegis," Charlie interrupted him, and his teeth clicked as he violently shut up.

"If that's not why you're here, what do you want?" Eruka snapped weakly, "You don't look like interrogators, though I suppose you could turn into a whip or something like that."

"We are only here to talk," the younger woman stated moderately.

"Oh, really? So I'm supposed to be so starved for conversation that Death can send in a couple of kids and I'll just open up and tell you everything I know."

"Pretty much," Gus agreed hyperbolically. Eruka looked shocked for a moment, and then struggled to suppress a dark chuckle.

"I'll give you points for honesty," the silver-haired teen told him, then her eyes hardened, "But don't think that means I'll give you anything. You are my enemies."

"How can we be your enemies?" Gus rumbled, "We've never met before."

"Funny. But you know what I mean. You're DWMA. And I'm a witch."

"So what?" Charlie countered, "Neither of us has a prejudice against witches."

"You are either lying or stupid," Eruka scoffed smugly, "Everyone hates witches. We are evil, so it is only natural we are despised. Isn't that how you people think?"

"Not all witches are evil," the shield insisted before his partner could object.

"We are evil," Eruka insisted; and this time her tone was sincere instead of sarcastic, "because magic is evil and it corrupts us."

"Magic is not evil!" Charlie shouted furiously, surprising both of the other teens.

"Magic is not evil," she repeated more calmly, and more rhythmically, "Magic is not good. Magic is not order. Magic is not chaos. Magic is not dark. Magic is not light. Magic is not real. Magic is not illusion. Magic is not part of us. Magic is cannot be separate from us. Magic is nothing and magic is everything."

"How do you know that?" Eruka asked with muted incredulity.

"How do you?" the younger woman countered in similar surprise, and Gus's face showed he did not understand what they were talking about.

"Mabaa; that's the witch queen," Chapel told her partner, "has aggressively and systematically removed all knowledge of that verse and it's meaning from the covens.

"You could be executed just for knowing those words," the martial artist returned her focus to the prisoner, "even if you don't understand or believe them. So, how do you know Merlin's Creed?"

Eruka blushed and looked away. Then, realizing what she was doing, she forced herself to face Charlie. Instead, the witch pulled her hat down over her eyes and cheeks so they could not see her embarrassment and said petulantly, "I asked you first."

"My mother taught me them," Chapel relented, "She believed in the Creed and lived by it."

"She lived by Merlin's Creed?" Eruka echoed suspiciously, letting go of one side of her hat. The brim lifted so her right eye was barely visible, and she studied the Meister more carefully.

"Yes. My mother was Minerva Owl."

"Your mother was that traitor?" the witch frowned deeply, "And you work for them, too?"

"From our point of view, it is the covens who are the traitors," Charlie said, "You betray humanity and your totems, in pursuit of power and a grudge that the other side barely even knows exists anymore. Oh, and to clarify, my mother was a witch, but I am not."

"Humans started the war," the older girl said.

"That was centuries ago. It is not as if the witches were blameless, either," the younger woman recalled certain conversations as she undercut Eruka's argument, "And that still doesn't excuse turning your back on you totem."

"What... I never," the witch sputtered angrily.

"Like the Owl, the Frog is a neutral totem," Chapel explained, "The Frog's oils can be both a poison and a medicine. But, unless I have been misinformed, you focus entirely on the destructive aspects of both your totem and magic in general."

Eruka looked away, unable to think of a way to argue with the Meister without lying.

"So, how did you learn this 'Merlin's Creed'?" Gus prompted gently.

"Another traitor made me memorize it," Eruka answered bitterly, "Just before she ran away. At least that Panther warned me not to tell anyone else before she left."

"I guess that means good witches aren't that rare after all," the shield mused.

"And that means you don't have to be evil," Charlie said in an encouraging tone.

"I'm already evil," Eruka countered sharply, "and I'm not going to change."

"Are you sure about that?" the younger woman was undeterred, "From what I have heard, you sound more like someone who acts bad because it is expected of you, and you would be in danger otherwise."

"What do you know about me?" the witch's question was sarcastic, but carried a whiff of worry.

"You and the Mouse witch Mizune were good, genuine friends. You have never killed anyone, even when you have had the chance. Before you started working for Medusa, you hadn't even done anything that bad. And everything you have done for Medusa, you have done under duress."

The oldest teen snorted in fake defiance, but was not able to fully hide her shock at Charlie's knowledge.

"So what?" Eruka demanded defiantly, "I never killed anyone because Mizune, Medusa, or Free butted in and stole my prey."

"Are you sure they 'stole your prey'?" Gus asked, "Or did you hesitate, and they finished the job."

"Even if that were true, it would just be because I'm a coward," she sounded almost desperate, "And even if I haven't killed anyone, I have hurt lots of people. And I _liked_ it. I enjoy standing over my fallen enemies. I revel in their fear and pain."

"And that is wrong?" Charlie asked with careful neutrality.

"Of course it is," Eruka briefly sounded triumphant. Then she realized what she had said, and her eyes widened in shock.

"The fact that you understand that means you are a much better person than the likes of the Kishin and Medusa," Charlie said gently.

"Almost everybody likes to win, and takes pleasure in seeing people they don't like fail," Gus added, "Not being a saint doesn't mean that you can't be a good person."

"What matters is what you do with those feelings," Charlie agreed, "Do you revel in them, or do you take them for what they are and try to do the right thing? Do you make enemies on purpose, and then go looking for a fight, so you can crush them? Or do you try to make friends, and try to avoid conflicts with people you don't like?"

"Easy for you to say," Eruka tried to sound smug, but it came out more like sadness, "ninety percent of the world doesn't think that you are a monster that needs to be destroyed."

"I don't think most people think that about witches either," the boy shook his head, "though that's probably only because most don't believe in magic or witches."

The three lapsed into an uncomfortable silence, none having any more arguments. Charlie continued to stare openly and kindly at Eruka, though her eyes occasionally drifted below the older girl's face and flashed golden. The witch turned her head away and didn't look at either of her visitors. And Gus's eyes darted back and forth between the two girls. After half a minute had passed, the pressure got to the Weapon, and he finally vocalized the thought that had been echoing through his mind.

"'I feel the conflict within you'," he quoted to the witch, trying to raise his bass voice into the tenor range of the character he was mimicking, "'Let go of your hate.'"

Both young women turned to look at him. Charlie frowned but nodded appreciatively. Eruka, on the other hand looked surprised for a moment, and then grinned wryly at the shield.

"'It is too late for me, son'," she followed the script, but like Gus she could not quite get her voice into the proper range. Aegis smiled happily, and Charlie's contemplation shifted to bewilderment.

"Are you sure?" Gus asked, "Because I'll bet Death would be happy to help set it up so you could to throw Medusa into a nuclear reactor."

Eruka tried to resist. But after a few seconds of puffing out her cheeks, the captive spellcaster began to laughed openly. As her chuckles grew louder, Gus joined in her mirth.

"What are you two talking about?" Charlie demanded, lost. Which only served to make them crack up further.

* * *

><p>Charlene Chapel entered the library, and looked around carefully for any other students. Deciding they were alone, she padded over to the desk.<p>

The librarian was an African woman in her late thirties, with a modest, fit build, and jet black hair and eyes. When she saw the young woman, she smiled broadly, her brilliant white teeth and definitively oversized canines standing out starkly against her dark chocolate skin.

"Hello Cha'lie," she greeted the girl happily, speaking with a slight accent. Seeing the teen's somber expression, she dialed back her enthusiasm, and asked, "With dat expression, I am guess-ing it did not go well?"

"It went better than I expected, I guess," the girl shook her head; as much to clear her thoughts, as to emphasize the denial, "Eruka wants to be 'bad', but she it seems like she is more scared than genuinely evil. She knows what is right and what is wrong. Plus, she even knew Merlin's Creed. Which she said you taught it to her, Aunt Diana. You could have told me that, along with the rest."

"I am surprised she rememba'd," Diana Panther nodded, "I was not sure I made much of an impression. I did not have much time to try to save her, befoa' I had to come back. ."

"No, she remembers you," Charlie said, "and not very fondly."

"I wish I could have done moa' for her," the elder witch noted sadly, "But the question now is, what do you intend to do?"

"I don't know," the Meister admitted, "I'd like to save her, but she seemed pretty resistant to the idea. But she and Aegis hit it off at the end, somehow..."

"You cannot save her if she does not want it Cha'lie," Diana counseled, "But what you really need to be ca'full of, is that she does not trick you. She might pretend to change, to escape or to get you to tell her the DWMA's secrets."

"I know," the girl agreed, "But I still want to try."

"Go-ing back to the subject of Gus, how a' you two get-ting along?" the librarian continued.

"Fine, I guess," Charlie said evasively...

* * *

><p>Aegis Smithson stepped into the cheery graveyard. Death was sitting at the table in the center, drinking tea. The god gestured for the young man to come over. The shield complied, and once he was in range, held out the key to Eruka's cell.<p>

"So, how did it go?" the specter squeaked as he reclaimed the key.

"Pretty good, I think," Gus rumbled, "Charlie seemed to be getting through to her. And it turns out Eruka and I have similar taste in movies."

"Good, good," Death said, "I hope you two will visit her again."

Gus nodded thoughtfully. Death leaned forward slightly, studying the teen's pensive expression.

"What is it, Gus?" the much older being prompted.

"Lord Death, you know about Charlie's mother, right?"

"That's a pretty broad and vague statement," he answered, "I knew Minerva Chapel very well, but I don't doubt Charlie knows things about her I don't."

"You know her maiden name, right?" Gus remained evasive.

"If you are asking if I knew that Minerva was a witch, then yes."

The young man looked slightly relieved. Then his lips narrowed again.

"And Charlie's mom is... gone, isn't she? Charlie only talked about her in the past tense."

Death nodded slowly.

"What happened to her?" Gus demanded almost desperately, "Did the witches get her? Eruka called her a traitor. Or was it... someone like me? That would explain why she hates Weapons so much..."

"Gus," Death cut him off gently, "It's not my place to tell you about Charlie's past. And I don't think she would be happy with either of us if I did. If you want to know what happened to Charlie's parents, you have to ask her."

"I don't think she'll tell me," Aegis said sadly, "We're getting along better, I think. But she still doesn't trust me. If I ask, she'll just get angry. And I'm afraid she'll just hate me again."

"Then I would say you need to wait until she is ready to tell you."


	6. Chapter 6

**Lesson 6**

"Okay, let's go," Charlie said as soon as the din of the final bell had passed.

"Go? Where?" Gus looked confused at her statement. He considered it, and before she could answer, he speculated, "Oh, practice? I'm sorry, Charlene, I can't today. I told you, right, that I've got other plans? I thought I told you..."

"Whatever," she hid her chagrin at forgetting behind a sharp dismissal.

"I guess you can come, if you want," the older boy sounded genuinely sorry, "I would have invited you, but I figured you wouldn't want to, for a bunch of reasons."

"I don't need your pity," Chapel countered, and though the phrasing was harsh, she managed to keep her tone almost neutral.

"I'm not... I wouldn't..." Gus stammered. Then he took a deep breath and looked away, "I'm going to shut up now, before I dig myself in any deeper. I'll see you tomorrow, alright?"

Without waiting for an answer, Smithson snatched up his bag and jogged out of the room. Charlie could not help but notice that both the speed and precision of his movements had improved greatly since she had first met him.

Charlie glared at their shared desk. She wanted to trail her unsought partner, but a shadow inside her demanded to know why.

'You don't care what he does, right?' the darkness in her soul prompted, 'Isn't it better not to have to spend time with one of _them_?'

'I don't care what he is doing,' Charlie told her other self, 'I do care that it is cutting into our practice time, and potentially prolonging this... partnership.'

'Are you sure you aren't worried,' the construct needled her, 'or even jealous?'

'I'm not jealous,' the girl bit her lips to keep from saying that aloud, and Melissa Benoit gave the younger teen an odd look on her way out.

'However,' Charlie thought in a more reasonable tone, 'I am curious. And I'm not worried about him, but I am concerned. We are technically partners, so like it or not, his actions reflect on me.'

Having justified her decision to herself, Charlie padded out of the classroom quickly, trying to catch up to Gus without attracting his attention. And in the recesses of her mind, the other shook her 'head' and sighed in disappointment.

* * *

><p>"Sorry, I'm late," Gus announced as he arrived on the nearly empty basketball court. The four teens he was meeting all turned to greet him. Charlie, believing herself still unnoticed, scrambled into the tree with the widest branches and densest foliage. From her vantage point overlooking the blacktop, Chapel studied the other students her partner was meeting.<p>

She recognized the other young man immediately. Though his light brown hair was starting to grow out, covering his previously bald head, he retained the distinctive spike of black hair behind each of his ears. Ox Ford still wore a pair of thin glasses, narrower than Gus's. The junior wore a blue blazer and pants, over a white dress shirt and tie, the new uniform he had adopted after joining the Spartoi.

The first of the three girls was small, only a centimeter taller than Aegis, and skinnier than even Charlene. Her face marked her as Japanese by heritage, and her soft black her was tied in a short pig-tail on either side of her head. She wore a sailor-suit style uniform, primarily black but with white highlights and a white shirt.

The second girl immediately became Charlie's new arch enemy. She was a bit taller than the first girl, but was among the most well-endowed students Charlie had ever seen at the school. Her auburn hair was also short, but she had it tied in a single bunch of the top of her head, just left of center. Her features were of one with a mix of Asian and European ancestry. Though her gentle face and generous figure did not match it, she stood with the subtle easy of an experienced athlete. She wore a plaid skirt and tan sweater uniform, and the spying Meister decided the skirt was inappropriately short and the top was entirely too tight.

The last girl was a pale skinned Caucasian with medium length blonde hair, and haughty aristocratic features. She was the tallest of the three and was in between her friends in terms of build. She wore a layered white silk dress with blue highlights. The outfit did not look entirely out of place at the school, but would have been more suited for a semi-formal dance.

"Hello... umm..." the buxom girl trailed off, tilting her head as she tried to remember his name. Gus knew it was not a reflection on him, just part of Meme's personality.

"Hi, Gus-kun," Tsumugi interjected, to remind her scatterbrained partner. Her English was good, but her accent and use of honorifics marked her for Charlie as a native of the Land of the Rising Sun. "We were worried you might not be able to make it, again. Right, Anya-chan?"

"I wasn't worried," the aristocratic young woman sniffed, "I just thought that now that he is in the EAT class, _Aegis_-san might be too good to help us mere NOT students."

"You know it's not like that, Anya," the shield sounded genuinely regretful, "I couldn't make it last time because Charlene and I had to meet with Professor Stein."

"Why didn't you bring Charlie?" Ox asked.

"A couple of reasons," Gus glanced sideways at Tsumugi, "But mostly because I didn't want to throw off our numbers."

Charlie frowned as she considered both his words and his actions.

'Is she something to him, that he is keeping her from me?' she growled silently, 'It's not like I care who he hangs out with or dates or anything.'

"And where is... your partner?" Meme asked the older boy. Anya rolled her eyes, Gus and Tsumugi both assumed looks of mild embarrassment, and Ox coughed.

"Havar doesn't usually join us," the junior remind her. He did not explain, again, that his Weapon teammate considered Ox's adopted debt frivolous and wasteful.

"Who am I with?" Gus changed the subject, looking back and forth between the two taller girls.

"Umm," Meme mumbled as she tried to remember.

"You went first last time," the blond girl told her rival sharply.

"Oh, right," she nodded, "I guess you're with me then, Gus-kun."

He nodded, and shifted forms even as he approached the girl. At the same time Anya stepped over to Tsumugi, and placed her hand on the shorter girl's shoulder. Tsumugi transformed, becoming a halberd in the blonde girl's hands. Ox handed Meme a red metal bar. At first Charlie thought it might be club or fighting stick; except for the large hooks protruding from it in multiple directions. The girl extended the rod, trapping Gus's handle and strap in the extensions, and wedging the edges of the device inside the shield's rim. Meme slipped into the same fighting stance as Anya, holding the bar with Gus pointing outwards.

"They're using him as a surrogate for the other Weapon," she whispered.

Ox Ford ran the girls through a new form, adapting his spear style for the heavier polearm. Both Meisters repeated the series of moves with both Tsumugi and Gus. Then Meme took the shield again, and the two young women faced one another.

Anya took the offensive in their fight, and Meme focused on blocking. Charlie suspected it was because Gus was not quite as long as the halberd, and lacked the sharp edge. As she observed, Chapel could see a definite difference between Tsumugi's two partners. The blond girl's movements were sharper and more spare, the product of extensive training. The other fighter was more instinctive, and displayed a strength that belied her soft appearance.

Meme suddenly shifted her hands on the substitute pole, so her right hand brushed his grip while her left fingers brushed his edge. The next time the halberd descended, she met it more aggressively. She swung Gus upwards, meeting the halberd's pole just below her axe blade. Anya and Tsumugi were both hurtled back with tremendous force, and the Japanese teen resumed her normal form as she landed on the noble.

"Stop," Ox stepped in, shaking his head, "Meme, you are supposed to be defending and practicing Resonance. You aren't supposed to use Gus's Reflection, because Tsumugi can't do anything like that."

"Right, I forgot," she responded guilelessly. Ox sighed, and Anya stared angrily at both of her partners. Tsumugi scrambled out of the taller girl's lap. She resumed her Weapon form as the blonde rose gracefully to her feet.

"Let's switch for now," Ox suggested. The two Meisters exchanged Weapons, and resumed their stances.

Charlie watched them for a little longer. She came to understand that her initial suspicions were unfounded; both of the older female Meisters were enamored with the female Weapon. And Tsumugi seemed both unwilling and unable to choose between them. Gus was just a stand in, only preferable to a steel rod because they could practice Resonance. And Charlie's partner was well aware of that fact, he did not seem to want or expect more. He appeared genuinely happy to just help the trio out.

"Well, I don't need to waste any more time here," she told herself sternly, "And if he's not going to invite me, I won't invite him."

Part of her knew she was being spiteful. The excuse Smithson had given Ford about numbers was true. But more than that, he suspected he wanted to avoid bringing her together with yet another Weapon, a situation she knew would probably not benefit her or the halberd.

Charlie hopped out of the tree silently, and darted back into the school.

* * *

><p>As the armored door swung open, Eruka Frog did her best to feign disinterest.<p>

"Now what?" she demanded of the younger woman, but there was less venom in her voice than in any of Charlie's first four visits.

Chapel could not help but notice that Eruka looked better. Her hair appeared to have been trimmed to remove the split ends, and it was clean and conditioned. Her dress had also been washed, but her hat had not. And both still looked like they could use a seamstress to fix up the edges. The witch did not looked quite so malnourished as she had during Charlie's first visit; her cheeks were fuller and her skin had a healthier cant.

"Well?" Eruka prompted again, this time adding, "Where's your partner?"

"Aegis abandoned our practice for other plans," Chapel answered, realizing she had been staring, "So I came here instead."

"So I'm your second choice," the older teen sounded annoyed.

"No," the Meister shook her head quickly, "I was going to come here after our workout. And I would have probably brought Aegis. But since he blew me off, I thought I would drop by earlier."

"Fine," Eruka's voice portrayed annoyed acceptance, but Charlie thought she caught a hint of relief in the other girl's dark green eyes.

Charlie berated herself silently. Aunt Diana had warned her after each meeting, not to read to much into Eruka's reactions. She must not project her own desire for Eruka's redemption, and if possible her friendship, onto the witch. Chapel had to guard herself against disappointment, or worse, betrayal.

".. are you here?" Eruka finished asking for the third time, "Going to lecture me about magic, manners, and morals again?"

"Actually, I had something else in mind," Charlie grinned confidently. She opened her backpack and pulled out the seventeen inch laptop Gus had lent her.

"I thought we could watch this," the fighter continued, extracting a Blu-ray case from her bag. On the cover was a twenty-something man with sandy hair, black clothing, and a glowing green sword. Behind him was a taller figure in high-tech black armor, with a glowing red sword.

"I convinced Aegis to lend me his computer and the whole series." Though the martial artist phrased it as if it had been a hard won battle, the Weapon had not hesitated to let her borrow them.

"I've already watched the first five, but I thought we could watch the last one together."

Unable to maintain her mask, Eruka Frog smiled and nodded enthusiastically.

* * *

><p>"You know, Gus would probably eat my Soul on the spot if he heard me say this, but I actually like the new versions better."<p>

Charlie looked at Eruka in surprise and confusion. The Meister had watched the films to try to connect with the witch, but she had not researched them enough to know that there was a new version and an old version. But more than her lack of knowledge about the series, her stare was due to the fact that Eruka had used Smithson's name. Until now, the captive had gone out of her way to avoid referring to her visitors by name.

"What?" Eruka sounded defensive, "I like most of the new effects, especially the explosions. And I think the extended scenes add to the story."

"It's not that," Charlie said. Then to try to avoid forcing the other girl to overcompensate, she added, "I don't really know what you are talking about. I've never seen another version, and until you mentioned it, I didn't know there was one. I don't follow movies that much."

"I guess there are still people like that," Eruka sounded amazed though there was also a hint of smug dismissal into her voice, "Why watch them now?"

"I grew sick of not being able to follow your conversations with Aegis," Charlie admitted.

"I don't understand you," the witch suddenly said, "Do you hate him, but are trying hard to tolerate him? Or do you like him, but are trying to pretend you don't?"

"Neither," Charlie said softly, "Or both."

"What about you?" the martial artist recovered, and turned the conversation back to the older girl, "You claim to be evil, but your love a story where good defeats evil and multiple amoral or outright evil characters are redeemed."

"It's just a movie," Eruka stated defensively, "And it's not like there are that many stories where the villains win."

"I'm tired," she turned away from Charlie, "And don't you have homework or something? Go away."

Charlie smiled sadly and she packed up the items her partner had loaned her.

"Gus and I have a mission on Friday, but if I am not to busy getting ready tomorrow, I'll come back. I'll try to bring Aegis, and maybe we can talk about some other movies you two think I might like."

"Whatever," the witch said gruffly, refusing to face the younger girl. She didn't want the Meister to see the doubt in her eyes. Charlie started to walk towards the door, but she stopped, not facing Eruka either.

"I hate Demon Weapons," the younger woman's whispered, but her voice carried in the quiet room, "I don't like them, I won't ever trust them, and I don't need one as a partner. I don't want to talk about why, but suffice it to say that the worst moments in my life have been caused by Weapons. They are the bogeymen in the nightmares I still can't escape. Death forced me to work with Aegis, otherwise I would never have associated with him."

Eruka did not say anything, but the rustling of cloth told Charlie that the witch had rolled over and was looking at her back.

"Aegis seems like a good person. If he wasn't a Weapon, we might be friends. And I try my best not to antagonize him, because I do have to work with him, and because he hasn't done anything to deserve it, yet. But I know, _know,_ in my heart, that it is only a matter of time before he betrays me. And this time, I will be ready."

Eruka remained silent, and after taking a moment to composed herself, Charlie slipped of the cell, locking it shut tightly behind her.


	7. Chapter 7

**Lesson 7**

"Charlie, Gus, good, you're here," Death greeted the partners cordially. He motioned them forward, both sophomores having paused when they saw the headmaster wasn't alone. Again. As soon as they were far enough into the usually large room, Charlie and Gus recognized Death's other two guests.

The boy was much taller than Gus, but still almost an inch shorter than Charlie. His hair style, if it could be called that, was similar to Smithson's. Except the older boy's random spikes were shorter, and his hair was light grey. His crimson eyes regarded the younger pair with sarcastic curiosity, and the slight smirk on his lips revealed pointed teeth. He wore a white jacket and dress shirt, a black tie hung loosely around his neck, and a pair of medium blue slacks competed his uniform.

The girl was the same height as her partner, with short, dirty blond hair pulled into a tail on either side of her head by a Death's face hair binder. Her green eyes studied the sophomores more thoughtfully than her Weapon. She wore a sailor-suit style uniform with a blue collar and skirt. Her white shirt had a double row of buttons down the front and two long tails behind her. A red scarf/tie was knotted around her neck under her collar, and ended in a pink, square spiral.

"Soul Evans, Maka Albarn," Gus grabbed and excitedly shook each of their hands in turn, "It's an honor to meet one of the DWMA's strongest student teams."

Charlie tried to keep from looking too impressed, and linked her hands behind her back. She did not shake Maka's hand, because the older girl looked surprised at Gus's display, and if Charlie was right, a little uncomfortable as well. And if she did not clasp hands with the other Meister, she would not be expected to do so with the third-year Weapon, either.

"You're the Shield boy," Maka recalled her walk a few months back, "Umm..."

"Aegis, Aegis Smithson," he supplied, "But you can call me Gus, most everyone does..."

"I'm Charlene Chapel," the younger woman said, cutting off her partner before he could babble.

"Now that you're all introduced," Death recaptured their attention, "There have been number of disappearances in Minneapolis. Most of the people who have gone missing have been veterans or soldiers on medical leave. There have been intermittent readings of a Kishin Egg in the area, in addition to reports of other unnatural phenomenon. Though they are occurring throughout the metropolitan area, the epicenter for these events appears to be Fort Snelling, a partially decommissioned army base that also serves a military museum and cemetery. I am sending the four of you to investigate, and if there is Kishin activity, eliminate it."

Maka nodded, and Soul frowned slightly as he glanced at the younger students again. Gus looked excited, and Charlie also pursed her lips in consideration.

"Why send two teams, Lord Death?" Charlie asked an instant before Soul could.

"There are a number of reasons, Charlie," the specter answered without hesitation, "First, since his men appear to be the targets, the Secretary of the Army requested our help. And after my recent dispute with General Thomas..."

He stared at Charlie and Gus for a moment. The sophomores recalled the conversation they had accidentally witnessed two months prior, after their first mission.

"… I thought it was a good idea to put our best foot forward to stay on the Army's good side. Make a show of support and good faith by sending a Spartoi team, with assistance from one of our most promising sophomore teams."

He gave them a moment to bask in the compliments, before continuing.

"Second, given that we can't reliably track this Kishin Egg, I decided that having a second pair on the ground would speed up the search. Thirdly, I'm hoping Soul and Maka will be a good influence on you and Gus. Give you a chance to work in the field with a more experienced team, but one that is still close to your own age. And finally; though the readings are sporadic, they are very strong. A Rank. Normally Maka and Soul could handle it alone, but along with the other things I just explained, it's better to be safe than sorry."

"Thank you for giving us this chance, Lord Death," Charlie said, ignoring the barb about 'a good influence', even though she knew it was directly mostly at her.

"You guys should make any last minute preparations," the god instructed them, handing each a ticket, "Your bus leaves at 8:12 tomorrow morning."

The two sophomores left immediately, and Soul started to follow. But Maka moved more slowly, causing her partner to stop. Once she was sure the younger teens were outside the spiritually altered office, she turned to face Death again. The Scythe walked back over cautiously, wondering what caused his partner to sidestep the obvious dismissal.

"What aren't you telling us, Lord Death?" Maka asked carefully.

"What do you mean?" the headmaster countered innocently.

"A single A Rank Kishin Egg?" she prompted, "Soul and I could handle that without breaking a sweat, no matter how stealthy he is. And not to boast, but sending a Spartoi team alone should be enough to impress the military. So either there is something about Charlie and Gus, or there is something else about this mission you're not telling us."

"Well, Charlie and Gus haven't getting along quite as well as I thought they would when I assigned them to each other," Death admitted, "Even after eight successful missions, they still haven't achieved a true Resonance. Charlie is able to... _lend_ her soul power to Gus, and _draw_ on his in return. But they don't really mesh, combing and strengthening one another. So I am honestly hoping seeing you two work together will inspire them. Or Soul's playing might guide them to what they are missing."

"But," the specter drew out the conjunction, "the real reason I'm sending two teams is because of the readings we are getting."

"You think it is more than one A Rank Egg?" Soul asked.

"We don't know what it is," Death's voice lowered. The teens had interacted with the headmaster enough to understand the change in tone meant he was troubled.

"It's not a Kishin Egg?" Maka frowned, "Is it some sort of monster, or a witch?"

"No, it's a Kishin Egg. Probably," Death sighed expansively, shrugging. After letting that sink in for a moment, he started to explain, "You two know how we rank Eggs from D to A, right? The detectors we use actually give a numeric reading and we lump them in to ranks based on plateaus of power and how close the Egg is to 'hatching'. One to twenty-five one the meter is a D Rank, twenty-six to fifty is a C Rank, and so on. However, once they become an actual Kishin, that rating jumps, usual to a value of over nine hundred."

He paused to make sure they were following, but neither of the juniors seemed to have any questions, so he continued.

"Even though A Rank Kishin Eggs generally read anywhere from seventy-six to one hundred, occasionally we've had higher readings, as high as one thirteen. In those cases, something was preventing the hatching..."

"So these sporadic hits you've been getting, what are they?" Maka asked after Death trailed off, thinking she knew where the god was leading the explanation.

"Two hundred eighty one," the specter answered, "more than double any Kishin Egg on record, but not quite one third of the corruption of a full Kishin. That's why I'm sending two teams, because there are too many unknowns. How did this Egg keep from hatching for so long? Or if it is a full Kishin, why did it not make the normal jump in power? And most importantly, how will this Egg, or whatever it is, compare to the strength of a true Kishin?"

Soul shuddered despite himself. The young Scythe knew that, outside of Death and Spirit, no one team was a match for a complete Kishin. That was part of why Spartoi had been formed.

"I take it you don't want Charlie and Gus to know about this?" the girl prompted.

"I leave that up to you," Death said, "I was hoping a difficult fight might force them to work together, and to work with you. But if you think it's going to put any of you four at risk, then you have my permission to tell them."

"I understand," Maka nodded, "Well, we had better get ready to go."

* * *

><p>Gus eyed his three companions with a look Charlie had never seen on his face before. After a brief contemplation, she realized it was smugness.<p>

Charlie was wearing a fall jacket over her gi, and had not removed her shoes. Maka and Soul were both also wearing an extra coat over their uniforms. But Gus was still wearing his regular clothing, shorts and a light-weight long-sleeved dress shirt. Despite the additional layer, the three were shivering in the brisk autumn air, while the shorter Weapon appeared completely unaffected by the weather.

"Come on guys," he grinned slightly, "You can't be cold. We don't usually get this kind of heat wave in November. And Charlene, you have ice powers."

"Heat wave?" Soul demanded incredulously, "It's only 52 degrees. It was over eighty when we left Death City."

"Way too hot," Gus sounded like he was agreeing with the other boy, "Even after four years, I still can't get used to living in the desert."

"We should get to work," Maka insisted, adding silently, 'So we can get out of here as quickly as possible.'

"Death said that most of the missing people were veterans," Gus recalled, "I wonder if the Kishin Egg has a grudge against the military."

"Wouldn't surprise me," Soul said.

"Maybe we should start with the local Veterans' Affairs office?" Charlie directed her question at the older Meister.

"That and if there are any hospitals in the area that treat injured soldiers," Maka nodded her agreement.

"Within the radius of the disappearances, I have one VA office, two VFWs, and two hospitals that are listed on the VA website," Gus told them, without looking up from his smart phone.

"We should split up," Maka said, leaning closer to Gus to look at his phone, "Gus, you and Charlie take these two locations..."

She pointed at the two northern spots on the digital map without reading which ones they were.

"And Soul and I will check out these two. Then, if we haven't found anything else, we can meet up at the last location. We should exchange phone numbers, so we can keep in contact."

She and Soul took out their cellulars, and suddenly the red in Charlie's cheeks wasn't the wind. Maka looked at the younger woman expectantly, while Gus and Soul pointed their phones at each other.

"I don't have a cel phone," the martial artist admitted defensively, "I don't need one to contact Lord Death, and I'm not big on technology. If I need to call someone I use the dorm phones."

"That's okay," Maka said kindly, "we can call Gus. Just make sure you two don't get separated."

Aegis nodded, and after a moment, Chapel bobbed her head once. After they took off, Soul looked at his Meister questioningly.

"How are we supposed to be a good influence on them if we aren't with them?" Evans asked.

"We aren't," she conceded, "But Death also said that we were supposed to split up, so they would get suspicious if we didn't. And it wouldn't be a good idea to switch partners. I doubt Charlie could wield you, and I don't think either one of us could make effective use of Gus."

"Alright," he changed topics to indicate his agreement, "Let's check out that VFW."

* * *

><p>Charlene Chapel was not pleased. It had been almost four hours since they had separated from the older students, and their efforts had been less than fruitful. At both locations they had been able to gather a few rumors, but nothing concrete. And she had been able to detect lingering traces of corruption, though Gus's still under-trained senses could not. They had spent almost as much time outside, in the cold, as they had inside, asking questions. Worst of all, she had had to wear shoes the entire time.<p>

And now they had a police officer trailing them. It was fairly obvious why, he thought they were skipping school. If that was all, it would be fairly simple to clear up the issue. And he might be able to give them some clues about their quarry. But Charlie was annoyed at being suspected, and she did not want to talk to the cop if she was outside while he was warm in his car. So she continued to walk quickly, moving as fast as she could without running. Despite the time she had spent training him, Gus still struggled to match her pace. Chapel could not tell if her partner had noticed the tail.

The cruiser's lights and siren suddenly turned on, and Charlie stopped abruptly. Gus nearly collided with her, but he stepped left while she slid right, he ended up skidding to a halt a few feet past her. The vehicle rolled up to the curb beside them, and the window rolled down. He was older, at least to the two teens, but was reasonably attractive and appeared fit.

"Afternoon," the thirty-something man tried to sound cordial, "Mind if I ask why you two aren't in school right now?"

"We are, after a fashion," Charlie said calmly, showing him her school ID. Gus followed suit. The officer's eyes widened, and he nodded slowly.

"So you two are here about all the strangeness that's been going on," he mused.

"Yup," Gus confirmed, and Charlie noticed that they had almost the same accent, "Have you heard anything about the missing soldiers?"

"Probably not much more than you two," the man answered, "Though I have been keeping an ear open. I'm retired Army myself, so you can bet I want to get to the bottom of this."

Then his expression told them he remembered something, and he asked, "You know about the scrapyard, right?"

"What scrapyard?" Charlie asked, as Gus shook his head.

"There's an auto parts recovery place about a mile north of here," the adult explained, "Two of the missing men were last reported heading there. Both were mechanics, and the detectives didn't find anything out of the ordinary; but I still can't help but feel it's a little suspicious. Maybe you two could spot something there. You know, something that we couldn't?"

"It could be worth checking out," Gus whispered, so only his partner could hear him.

"What's the name?" the young woman prompted.

"Car-cyclers," the officer answered wryly, before adding, "Can I give you a ride there?"

Gus shrugged, and rolled his eyes towards the car to indicate his agreement. Charlie decided they could probably trust an officer of the law, and if she was wrong, she and Gus could take him.

"Sure," she said.

* * *

><p>The officer let them out in front of a large, spotlessly clean warehouse. The sign said 'Car-cyclers', and depicted both a small car and an SUV made up of mismatched parts. After they exited, the cop said that he would let the duty sergeant know that they were in town investigating. Then he drove off, citing the need to return to his regular patrol.<p>

Inside the place lived up to its name. The front half had two hydraulic lifts in the center, and dozens of shelves of sorted and verified parts on either wall. In the back half there were a half dozen cars in various states of disrepair and disassembly. Opening the door triggered a bell, and a well-muscled and well-oiled man in a grey jumpsuit extracted himself from under hood of a mini-van with a smashed in driver's side back quarter.

"What can I do ya... for?" his greeting trailed off as he saw them. His jumpsuit had a name tag that read 'Ryan'. As he drew closer, they realized from his goatee that his hair was naturally blonde, the dark brown streaks were more grease from the vehicles he worked on.

"Shouldn't you kids be in school?" Ryan demanded harshly, glaring at them suspiciously. Both teens showed him their IDs, but he just looked confused.

"DWMA?" he frowned, "What's that?"

His question didn't surprise them, a large part of the population refused to believe in the supernatural, or even actively ignored it.

"It's a magnet school, focusing on law enforcement and investigations," Gus rattled off the standard explanation they gave to normals. Charlie allowed herself to drift away, looking around and extending her soul to search for hints of corruption.

"Again?" the adult sounded annoyed, "Look, like I told the cops last week, I ain't got nothing to do with the any kidnapping or whatever. And I ain't happy that two of my best customers vanished."

"We don't think you had anything to do with it," the boy reassured him, "We just wanted to know if you had seen anything unusual around here recently."

Charlie could feel something, but it was faint.

"Unusual how?" the mechanic asked sarcastically, "Like a guy in a hockey mask walking down the street with a chainsaw? Or maybe a couple of kids claiming to be investigating a crime like they're the Hardy Boys?"

"Sorry, I shouldn't take it out on you," Ryan said after taking a breath, "I already explained to the cops, I haven't seen anyone acting suspiciously."

Faint, but pervasive. It could have meant this place had served as a feasting ground in the more distant past. Or there could have been handful of souls consumed in the area, but more recently. But it wan't that much stronger than the other places they had visited.

"Okay," Gus sighed, "Do you have any other customers who were in the Army?"

"Why?"

Uncertain, Charlie started to walk slowly back to her partner.

"Because we suspect the criminal might be a soldier who had a grudge against the military."

"There are a couple of guys who were in my platoon..."

He trailed off at the confused look Smithson gave him.

"What?" Ryan demanded nervously.

"Nothing," Gus said amiably, "It's just most soldiers are told about the DWMA. I guess it isn't a univer..."

"GUS!" Charlie tackled her partner out of the way as an oversized wrench descended into space where his head had been. As they rolled away, the Weapon had the presence of mind to fish out his phone.

"Call Maka Albarn," he said as he hit the button for voice dial. He pressed the device into Charlie's right hand, even as she stood and he transformed onto her left wrist.

The mechanic no longer looked human. His mouth had extended into a muzzle, except the shape of it looked more like the front end of an automobile then an animal's jawline. He opened his mouth, and his teeth were now square and metal, interlocking like the tines of gears. His skin was a deep lavender, and crackled with red-black flames that burned the motor oil and grease off his skin and hair, filling the store with a second noxious stench.

"I guess I should have thought that out better," he told them, tapping his weaponized tool against his empty left palm, "I should have copped to knowing what the DWMA was, or not mentioned that I served. Something to remember for next time."

He darted in, swinging the wrench Charlie thought must have been for working on a ship or an airplane. Or a tank, she realized as it hit the Shield. Then something happened which the Meister had not experienced before. Like usual Aegis absorbed the impact, and like usuual Charlie barely felt it Howver, unlike usual, the blow pushed the young woman back a few feet.

"Gus?" Maka's voice emerged from the phone. Chapel slapped it to the side of her head and hopped back to avoid another swipe.

"Under attack by a Kishin Egg," the younger girl hissed, "An auto parts place called Car Recyclers, on 42nd street, north side of town. Hurry."

Charlie dropped Gus's phone as the Kishin Egg's next attack threw them into one of the shelves...


	8. Chapter 8

**Lesson 8**

In the back of her mind, Charlene Chapel recognized her fighting style had changed during her time as Aegis Smithson's unsought partner. She had become accustomed to blocking with the Shield without any repercussions. In the past she would never have tried to simply absorb the impact from a heavier opponent or one armed with a bludgeoning weapon. Though she had always used her left limb for defense, before Gus she had been wont to dodge and deflect. The change, her grudging acclimation to the Weapon, filled her with no small irritation. But she also was not an angry as she thought she would have been. She decided it was due to her focus on the fight, and assured herself she would get properly mad later.

The realization came to her as she actively concentrated on going back to her old way of moving. And for that, the Shield was a wash. His size allowed her to intercept blows earlier and his defensive nature prevented the pain and bruising knocking the wrench away with her naked wrist would have cost her. On the other hand, his size and weight forced her to put more thought and effort into her defense.

"Charlene, we need to resonate," Smithson insisted, "If we do, we can reflect the force of his blows."

"I tried that," she growled, "It didn't help... much..."

"You stabbing your energy into me is not resonance," he insisted gently, "we need to work together."

She grunted in annoyance, shifting a blow over her head and spinning around to launch a backfist at the Kishin egg's ribs. She focused her power into her right hand, and even borrowed some from her partner, hoping her Soul Frost would protect her and penetrate the flames surrounding their foe. Her knuckles hit his ribs, and both flinched. It felt to Charlie like she had punched an oak block; her whole hand hurt and the skin over her middle knuckle split. But at the same time, she was not burned, and the fires on the right side of Ryan's chest flickered and faded. For a moment the would-be monster seemed to slow and a hint of frost appeared on his coveralls. Then he closed his eyes in concentration, and the corrupt inferno returned, overwhelming Charlie's power.

The mechanic let go of the wrench with his left hand, and grabbed Charlie's wrist before she could pull her attacking fist back. His fingers compacted around her forearm. Charlie grimaced in pain, however she did not let it distract her. Even as he brought his improvised weapon back around to crush her head, the teen hopped. Using his grip as leverage, she flipped over, placing Aegis between herself and the oversized tool. And a moment before hit it, she slammed her left heel into Ryan's nose. Her stronger limb and the weaker part of his body proved more effective than the torso shot. His nose broke with a satisfying crunch, and he loosened his grip on her arm. When the wrench collided with the Shield, Chapel was able to slip her wrist free and use the momentum of the blow to put space between herself and the would be Kishin.

Charlie flexed the fingers in her right hand, confirming that despite the ache, her wrist was not broken. Her opponent also took a moment, snapping his nose back into place and wiping the purplish blood off his face. Gus cringed inside, but the mechanic did not seem hurt by action.

"We're in trouble," Smithson noted nervously. His partner was angered by the statement, but could not refute it.

"You have to work with me," he said gently, almost desperately, "He can't do anything me, but I don't want to see him hurt you. Please?"

* * *

><p>Inside their souls, she saw Gus was wearing a t-shirt and flip-flops instead of his regular school uniform, though his dress shorts were unchanged. He was seated on the plush carpet before a stupidly large television, holding some sort of video game controller in his left hand. He was leaning away from the screen, his right arm extend back to offer her a second remote. Charlie looked down and saw that she was wearing a sundress, in the same pale blue as her gi. Her eyes widened in recognition, quickly turning to rage. She forced her memories under control, and after a moment of focus, her soul matched her outward appearance. She then glared at him threateningly, but Aegis had the good sense not to react to her soul's initial appearance or her sudden change.<p>

"Fine," she grumbled, taking the joystick and plopping down next to him, "Just this once, since I'm having some minor difficulties with this guy. And, for the record, just because he hasn't been able to hurt your Weapon form yet, doesn't mean he can't. And even if there is nothing he can do to you, without me you'd just be stuck as a Shield."

Gus nodded sagely, and they both turned their attention to the 'game'.

* * *

><p>The double-cross emblem on Aegis's surface flashed, and the wrench bounced backwards faster than it should have. And this time the blow did not move the teammates. It was not quite the deflection she had seen Stein achieve with her partner, but Charlie was cautiously pleased nonetheless.<p>

While Ryan was recovering, the girl stepped in and drilled her right arm into his gut. It hurt her knuckles less than punching his ribs, but the heat coming off him seemed to be greater. Thus, even though she could tell her Soul Frost was stronger, the effect appeared to be less then her first blow. Charlie danced back before he could catch her again, noticing her senses and reactions felt sharper.

"This isn't half bad," she acknowledged, trying not to sound too happy or impressed. She darted back towards their opponent, swinging the Shield aggressively at the Kishin egg's weapon. She grabbed her energy and Gus's and threw it into him, while preparing to kick out the mechanic's knee. But when the metal surfaces collided, the tool was not deflected and Charlie was forced to her knees. She dove forward, using her momentum to escape past him as he tried to do the same joint disrupting kick she had been intending.

"Why didn't that work?" she demanded of Smithson.

"Because you weren't working with me," he told her, "You made it just about you again. I know I'm sort of a passive person Charlene, but I can't just completely subsume myself to you."

"Also," he added as she took another step back, "that last attack was stronger than the previous ones."

"And he was hotter, too," she noted, ignoring his admonishment both to focus on the battle, and because in spite of herself she knew he wasn't wrong.

"Yeah, I'm still getting warmed up," the monster punned, spinning around faster than before, his arm extended so his weapon would hit her midsection. Charlie interposed Gus, and as she did, she remembered all the advice her father, Dr. Stein, and her other martial arts teachers had given her about focusing and controlling her emotions. She set aside her pride and distrust, at least for the moment, and shared her thoughts with Gus while listening to him in turn.

The wrench hit the Shield and for the second time, Charlie was not moved. The tool was deflected back, but this time Ryan was able to stop the reflected force after only a few inches. Instead, the Kishin egg threw up his left leg in a roundhouse kick. Chapel danced back, moving Gus so he was potentially in the way of either the leg or the wrench. She forced aside the surge of excitement at her again increased reflexes. She knew she had to keep spiritual balance to avoid losing their connection.

"Besides," she said quietly, "We're still in the defensive. This just makes it easier."

"If I can't break it, I'll just have to go around it," the Kishin egg said, as much to himself as to the teens. Instead of turning to face them, he suddenly darted forward, much faster than he had been moving earlier. Then he lurched clockwise, circling back towards Charlie's right rear quadrant. She tracked him as quickly she could, but it was all she could do to keep Gus between them. He would step in, land a light blow on the Shield and then hop back and resume his orbit. She knew he was testing her, learning her patterns and her speed.

'Charlene, can you use your Soul Frost to freeze the ground?' Gus asked in their temporary, shared mental space, so Ryan could not hear them.

'No,' she shook her internally, 'It only works on things with souls. It's not...'

Her explanation was literally cut off by the loud keening of metal slicing metal. The remains of the door fell away, letting a rush of cooler air into the warehouse and revealing Maka Albarn and her Scythe. Without a word, she charged forward, swing Soul diagonally at the mechanic.

"You didn't have to do that," their enemy complained, even as he nimbly avoided the older girl, "the door was open."

"Are you to okay?" Maka asked, after another swipe drove the Kishin egg back.

"I'm a little banged up from being knocked into shelves and the walls," Chapel admitted, "But it's nothing serious. I've had worse sparring with Professor Stein."

Both juniors visibly cringed at that, despite the fact Soul was in his Weapon form.

'Maka,' Soul prompted in their link, unheard by the other three.

'I see it,' the blond girl acknowledged, 'It's not entirely stable, but they are resonating.'

Ryan dodged the next two slashes of the Scythe. He was unable to launch a counterattack against the longer weapon. Maka brought Soul down overhand on mechanic, who stepped closer and brought his wrench up to intercept the pole portion of the Scythe. His greater strength stopped the Meister's attack, and he lifted his foot to kick Albarn.

Charlie slid in between them on her knees, Aegis ready to block whatever attack the Kishin egg had prepared. Maka smirked slightly as she pulled Soul back. The inner edge of the sickle cut cleanly through the wrench, and the monster had to fall back to avoid taking a cut that could have cost him his left arm. He scowled at the two teens, and tossed the damaged tool aside. He dropped into a martial arts stance and continuing to glare intently at them. As he did, the flames on his body crackled higher, and grew darker.

"He's not happy," Soul noted with hints of both smugness and sarcasm.

"He'll be less happy when we kill him," Charlie countered angrily.

Chapel scooted forward, still crouching, covering almost the entire right side of the Kishin egg's body with Aegis. At the same time, the younger girl drove her right pointer and middle fingers into Ryan's left knee. Maka quickly jumped to the side and aimed another downward chop at where their opponent would be if he dodged backwards. But he did not try to avoid Charlie. He let her attempted nerve strike hit him, his flames quenching her Soul Frost again and his corruption and training neutralizing the reflexive twitch that should have followed. Instead, he turned and launched a right cross at Maka's face. Albarn barely managed to place Soul's staff in the way, so she was knocked back rather than being killed. He tried to follow the older student, but Charlie stepped into his path again. A kick hammered Aegis, but the sophomores were still sufficiently in sync to repel the attack.

"Soul, we need speed," Maka told her partner. The Scythe's haft lost about a foot of length, and his blade also became shorter and narrower. Charlie felt a hint of jealousy from her partner at the Death Scythes' ability to alter their Weapon form.

Charlie crowded in close to Ryan, and slammed Gus into his face. The mechanic was not hurt, but cringed instinctively. He blinked in surprise at the elasticity of the Shield, and at the lack of pain. During the moments of distraction, Maka darted around behind him. She swung Soul like a pickax at the monster's back. He realized she was there, and started to turn. But this time the shorter girl was just a little faster. The Scythe cut through his jumpsuit, but only lightly sliced his outer layer of skin. A thin trickle of purple blood leaked out, and a gout of flames from the wound drove both Meisters back as he rotated.

"What was that skin?" Soul demanded, his voice sounding mildly pained.

"That should have been a crippling or even lethal blow," Maka explained at Charlie's look of confusion, "He wasn't able to dodge far enough to save himself. But cutting his body was tougher than cutting that wrench."

The Kishin egg ran around behind Maka, launching a trio of punches at her side and back. The older teen managed to avoid the first fist, though the heat scorched her sleeve. And Chapel was able to block the other two with Gus. The martial artist ducked down, and Albarn whirled Soul over Charlie's head, aiming for Ryan's neck. He raised his arm inside the blade, catching Evans' haft. Again, Maka reeled in her Scythe, but the killer managed to let go before she got more than a shallow divot out of his first finger.

"At this size we don't have the momentum to cut him," Maka scowled, "And any bigger, and we'll be too slow to hit him."

'How much longer are we going to play possum?' Soul asked silently, his internal voice annoyed and a little worried.

'I'm not holding back as much as you seem to think,' Maka answered with even greater worry, 'So not much longer.'

"Maybe I can use Gus to pin him to the wall longer enough for you to hit him," Charlie suggested. She blocked another kick, but the mechanic used the deflection Aegis caused to leap back and try to move past the younger girl to get to the scythe wielder.

"You don't have the weight for that," Maka should her head, "And with the flames around him, he could probably just burn through that sheet metal."

"At least you guys aren't cold anymore," Smithson noted, trying to sound humorous.

"There is that," Soul didn't seem to consider the fact a joke.

Maka held Soul before her defensively, trying to hold the Kishin egg at bay long enough for Charlie to move into blocking position again. Their opponent wasn't having it, and he fired an underhand punch at the older girl's stomach. The Scythe's blade intercepted, and Ryan's own force was enough to cause Soul's edge to cut deeply into his knuckles. The monster did not even seem to notice the pain, and his attack threw the lighter teen back. At the same time, the younger team heard a groan from Soul that was both vocal and metallic.

Charlie hopped forward, driving her fist into the side of the mechanic's neck. She let herself fall more deeply into her Resonance with Gus, and drew further upon their joined souls. She poured her Soul Frost into the Kishin egg, seeking the source of his flames and attempting to extinguish them. He grunted in pained annoyance and swung his arm up, forcing the girl to retreat. As he turned to look at them, his head moved more slowly then before. While Maka regained her feet, Ryan shook out his spine, recovering from Chapel's power.

"I have an idea," Gus suddenly exclaimed, and all of the combatants stared at the Shield.


	9. Chapter 9

**Lesson 9**

Two pairs of giant feathered wings erupted from the head of the Scythe, obscuring Soul's blade. Maka hopped onto the handle like it was a surfboard, and two heavy flaps took the junior team up to just below the roof of the metal building. Ryan's eyes flicked back and forth between the two sets of teens, expecting the older pair to try something from their new vantage. Though the garage was almost three stories tall, he knew he could still reach the blond girl if he had to. But he was worried about what sophomores might try if he jumped. So he kept an eye on Maka, while he let the martial artist engage him again.

Chapel charged in furiously, launching a barrage of punches and kicks. Where before the young woman had focused on landing powerful or crippling strikes, now she seemed content with glancing blows or even just forcing him to block or dodge. Caught off guard by the shift in style and intent, Ryan was driven back and barely able to launch a counter. And the attacks he did make were easily blocked with Aegis.

"You're not going to win a war of attrition with me," he informed her as he began to adapt to her offensive, "and you're not going to distract me so your buddies can get a shot in."

Charlie grimaced, and slid under his fist, the heat reddening her face around the edges of the Shield. In return, she punched the outside of his forearm, and her heel clipped his thigh as she regained her stance behind him. The Kishin Egg had already turned to meet her before she initiated her next attack. He deflected the attempt to box his left ear, and kicked upwards towards her stomach. Charlie moved Gus into position, and Smithson's Deflection ability rocketed the monster's foot back down to the cement. The student then skipped sideways and drilled her toe into his kidney. Despite the protection offered by her Soul Frost, the tip of her shoe began to melt and scorch. Charlie frowned at the damage to her footwear; so much as she hated the sneakers, she did not want to have to spend more money on a new pair.

"I'm still waiting to see what this plan is," their opponent rumbled confidently, "Or were you just going to take turns, hoping to wear me down?"

'Ready?' Charlie sent out silently to her allies, her mental voice pulsing with indignity.

'Go,' Maka confirmed.

Ryan hammered down both of his fists, angling inwards towards Charlie's shoulders. He kept his fists just far enough apart that she would be able to just barely catch both with Aegis. Whether she blocked both attacks, or just blocked one and dodged the other, she would leave herself open. The ex-soldier was prepared to launch a kick to take advantage of whichever gap she left. And if the girl moved backwards out of range, he would have finally broken her momentum.

Charlie did none of what the Kishin Egg expected. Instead she pulled Gus tight to her chest, turned sideways to narrow her profile, and stepped in. She drove her right fist into his solar plexus. And as her Soul Frost flooded into him, colder and quicker than any of her previous attacks, the mechanic thought he heard a piano.

* * *

><p><em>"So what is your plan?" Maka asked directly yet openly. <em>

_The four of them were in what appeared to be a fancy tea-room, with a large grand piano off to one side. Each teen was formally dressed, Soul in a black pinstriped suit, Maka in a deep red gown that only went over her left shoulder. Charlie was wearing sheath dress with broad straps over each shoulder, in her traditional cyan. She also had matching elbow length gloves that conveniently concealed her left forearm. And Gus looked almost normal, except he was in long pants instead of shorts, his shirt was sharply pressed instead of wrinkled, and he was wearing a blue necktie._

_"I need to confirm and think through a few things, so please bear with me," Gus requested. Soul nodded, and Charlie kept her expression carefully neutral. _

_"It seems none of our attacks are working," the Shield began, "His fire melts our Soul Frost before it can do any permanent damage. And you two can't hit him in your normal mode, and can't inflict more than a paper-cut in this lighter, faster form."_

_Charlie deliberately ignored his inclusion of himself in her power. _

_"Ox Ford told me you two can fly," Gus continued, "and that Soul's soul wavelength is conducive to Resonance. Is that right?"_

_"Yes," the older girl confirmed, not sure where he was going._

_"So here's what I'm thinking. Maka, you and Soul fly up above him, as close to the ceiling as you can, so he can't easily reach you. He'll suspect you are up two something, so that should distract him. Charlie, you hit him with a bunch of fast and weak attacks, so it seems like you are trying to wear him down and keep his attention off Maka and Soul."_

_"What am I really doing then?" Chapel demanded._

_"Exactly that, just not how he'll think," the short boy grinned, "With every blow, you give him a little spike of Soul Frost, as small as you can. If we can distract him enough, he shouldn't notice while you slowly cool him down. In the meantime, Soul will be getting the four of us in tune for Chain Resonance. Once we achieve that, you hit him with the strongest Soul Frost we've got. I still don't think we'll be able to hurt him, but we should be able to slow him down long enough for Maka and Soul to literally got the drop on him, and deliver a finishing blow."_

_The other three teen all considered his suggestion, Soul nodding slowly while Maka and Charlie appeared to be trying to find any glaring mistakes or openings._

_"_IF_ we can really achieve Chain Resonance, it could work," the martial artist admitted grudgingly._

_"We don't have any better ideas, so lets give it a try," Maka agreed more politely._

* * *

><p>Charlie felt a rush as her reinforced wavelength blasted into the Kishin Egg. Though his fiery corruption was already starting to fight back, for now she had the momentum. The inferno surrounding him subsided, and ice crystals began to form on his coveralls around her fist. His movements slowed, as he tried to reach for the girl to dislodge her. But before he could touch her, she leaped back, breaking the contact and grinning triumphantly.<p>

"Kishin Hunter," Maka plunged from the air, swinging Soul. The older Weapon had returned to his normal size and was now surrounded by an aura of the teens' combined spirit that made him look more like a giant, ornate axe or double bladed scythe. Ryan's head turned, slow and creaking, to try to look at the Spartoi team. He only made it far enough to see the flapping edges of Maka's coat, when Soul's blade hit his neck and began to carve effortlessly through his torso. The Scythe cut cleanly through the mechanic, shoulder to hip, and as she completed her swing, Maka hopped over to stand by Charlie. Both girls tensed as the last of the frost evaporated and his head swiveled back to stare at them.

"Oww," he said blandly. Then flames erupted along the wound.

Unlike the splintering disintegration the teens were accustomed to seeing, the monster's body seemed to melt away from the bisection. Instead of rejecting the madness and breaking apart, his form was consumed by it and vanished. In the end, all that was left was his soul, but even that was not what they had been expecting.

Though the killer's soul was the chaotic mesh of parts they were used to seeing in a Kishin Egg, this was definitely not an egg. If had a distinct, canine head with the same gear like teeth Ryan had possessed in his transformed state. It had a fly's eye on the right side of its face, and a snake's eye and a shark's eye on the other side. The corrupt soul had seven legs, four insectine; one the back leg of a big cat, facing the wrong way; one bird's talon; and the last a goat's hoof. Its body was bulbous, and mostly smooth, except for a patch of feathers in the back left side.

"Can we eat that?" Gus asked dubiously, resuming his normal form. Soul wore an expression of distaste as he also became human again.

"I don't know," Maka answered, "But I think we should take to back to Lord Death."

"How?" Soul prompted, "It's not a good idea to transport Kishin Eggs. That's why we usually eat them on the spot."

Charlie slipped her now free left hand into her pocket and drew out a folded up silk bag.

"Before I had a partner, I used this to bring back the souls of Kishin Eggs I defeated," she explained, "I'm not sure it will work here, but I think it is our best chance."

The others all nodded, and Chapel threw the sack over the twisted soul.

* * *

><p>Three days after their return to the warm climate of Death City, the four students were summoned to the headmaster's office. None of the teens were particularly surprised to see the unusual soul in a jar on the table in the center of the room. Nor was Professor Stein's presence unexpected. What did give Charlie and Soul pause was the third person in the room, Marie Mjölnir sat beside the scientist, and her right hand rested gently on his left shoulder.<p>

"Come in, have a seat," Death squeaked happily, "Is everyone recovering okay?"

"We only had a few bruises and scrapes to begin with, Lord Death," Charlie reassured him.

"Good, good," the specter nodded broadly.

After the teens arrayed themselves across from the adults, Stein spoke.

"You four must be wondering what the thing you fought was," he said, his left eye drifting to the unique soul.

"It looks like a Kishin Egg that hatched," Gus volunteered, "But wouldn't that just make it a Kishin?"

"Normally," Death agreed, "But this is definitely not a Kishin."

"For now we are calling it a Kishin Larva," Stein announced with same perverse joy as when he had volunteered to 'work' with Gus or with Maka. His partner tightened her grip on his shoulder, and he relaxed slightly.

"We aren't sure how it happened," the scientist continued more evenly, "It probably wasn't an accident, though we cannot rule it out entirely. We believe it is more likely, based on the number of people reported missing in the Twin Cities, that something accelerated his corruption, causing him to grow further than he should have for the number of sound souls he consumed."

"But we are not ruling out the possibility that he did consume enough souls to become a full Kishin, but either his own self-control or some external force turned him into this instead," Death interjected.

"So, what do we do about it?" Maka asked before Charlie or Gus could.

"For now, not much," the stitched Meister shrugged, "We watch out for more Kishin Larvae. If more appear, we investigate and try to find a pattern. If no more show up, then it was probably just something special about this one Egg."

"In the mean time, you can have the soul," the god informed them.

"Is it safe to eat?" Gus asked carefully.

"Yes," Stein answered confidently, "It is three to four times more potent than a normal Kishin Egg, but other than that there is no difference."

Gus caught Charlie's gaze, and she knew he wanted to let the other team take it. She could almost hear him arguing that Maka and Soul had seniority, and they landed the killing blow.

"Gus can have it," Soul stated in an offhand tone, before Charlie could decide to support or oppose her partner's choice.

"Are you sure?" Chapel asked, surprised by his altruism.

"I'm already a Death Scythe," the sharp-tooth boy answered, "So he needs it more."

"It was Gus's plan that beat him," Maka added with a grin.

"Okay, I'm not going to say no," the shorter Weapon agreed. Death opened the jar, and Smithson extracted the corrupted soul, quickly slurping it down. Gus's eyes narrowed after he swallowed, and he lick his lips unpleasantly.

"That was really spicy," he said in response to their curious gazes. And Maka noticed Stein relaxed slightly after the Larva soul vanished.

"Oh, and I guess I owe you this," Death remembered, taking out Charlie's jar and handing Gus a single Kishin Egg. Maka and Soul looked on in interest as the younger Weapon consumed the second spirit.

"Wait, only one?" Charlie protested as the god returned the vessel to the shadows, "Dr. Stein said it was worth three Kishin Eggs."

"Yes," Death said flippantly, "But our deal was Gus would get one of the Kishin Eggs your defeated alone for each one you defeated together. It makes no mention of Kishin Larvae. So I think this was more than fair, don't you?"

Charlie nodded sullenly.

"Good," the headmaster sounded delighted, "Now I don't want to kick the rest of you out, but I need a few minutes alone with Gus and Charlie."

The two older teams of Meister and Weapon filed out through the guillotine torii, leaving the sophomores alone with Death.

"Charlie, I have a special request of you," Death's voice dropped almost an octave, "But unlike my last special request, you can refuse this one. If you take this mission, you will require Gus's help, and it will be dangerous for all three of you. But if you succeed, you will have done a great thing for both her and the DWMA. And you'll know you've done something no-one else here, not myself, Stein, or Diana Panther, could do."

"What do you need me to do?" Charlie said firmly and without hesitation.


	10. Chapter 10

**Lesson 10**

"We have a mole," Death explained, "Someone inside the school is providing information to Medusa."

"And you need us to find who it is?" Gus asked dubiously. Charlie controlled her expression, but her thoughts mirrored her partner's query.

"No, we know who it is," the specter waved his cartoonish hand dismissively, "and we have done our best to limit the information available to her. But we can't just kill her or kick her out, either. Well, we _can_, we just don't want to. Nor can we just cut her off entirely, or her boss will just kill her."

"I don't understand, Lord Death," Charlie said, "Who is this snake, and what can I do to stop her?"

"Interesting choice of words," the Headmaster sounded amused. And then he told them who the spy was, and how Charlie could cut off the leak.

* * *

><p>Although Charlie had accepted her new mission as soon as he finished describing it, Death ordered her to take twenty-four hours to decide. He also recommended she speak with both Franken Stein and Diana Panther about their own failed attempts to end the mole's communication with the snake witch. But in the end, nothing they said changed her mind, and Gus agreed to help her.<p>

So the two teens stood before the increasingly familiar reinforced door in the depths of the DWMA. Charlie lifted the heavy iron key and unlocked the cell. As the girl pulled the door open, Eruka Frog came into view, perched on her bed, already staring at them. The teammates stepped into the room and closed the door. Gus placed his bulging backpack on the floor beside the entryway, while Charlie kept hold of her only possession, a bottled sports drink.

"You two again? What is it this time?" Eruka sounded annoyed, but she could not hide her anticipation, "Movies? Books? Debate on magic and morality?"

"Actually," the Meister said, "I... we are here to help you."

Surprise and then amusement flickered across the witch's eyes, but was quickly crushed under the weight of repeated disappointments.

"Help me? How?" Eruka barked harshly, hopping off the bed. Then reigning in herself, she added with only mild disdain, "What could you possibly do for me?"

"I'm going to remove Medusa's snakes," Charlie answered evenly. This time the amazement on Eruka's face was to strong for her mask to immediately wipe it away, and Gus thought he might even have seen a glimmer of hope. Then she frowned and looked the younger woman up and down doubtfully.

"It's been tried before. By better than you."

"Maybe," Chapel conceded before her partner could leap to her defense, "But maybe you need different, not 'better'. Besides, what do you have to lose?"

"My life," Eruka countered, "If Medusa notices..."

"This cell hinders magic, as you already know," Aegis rumbled, "And Death told us he has set up some other temporary ways to block the signal."

"From what I can see, I will be at risk, too," Charlie's now golden eyes appraised the older girl, and Eruka thoughtfully took note of the minor transformation.

"And we have less to gain than you," Chapel continued, "But it's up to you."

"What are you going to do?" Eruka asked, her tone cautiously optimistic.

"Though I am not a witch, the Mystic Sight I inherited from my mother lets my Soul Frost interact with magic, to a degree," the Meister explained, "For lingering spells like Medusa's snakes, I can freeze them, until they break apart."

"I don't like the cold," the captive shivered.

"Neither do snakes," Gus noted, "in fact, they probably like it less."

"You should not feel anything," Chapel informed her, "I will be limiting my Soul Frost to the curses."

"Fine," the silver-haired teen relented, but both of the partners thought she looked optimistic.

"How do we do this?" Eruka demanded, suddenly in a hurry.

"You get undressed, and lie face down on the bed," Charlie said matter-of-factly. Despite her frank tone, a pink glow appeared on her cheeks.

"What?" Gus croaked, his bass voice shooting up into the alto range. The Shield had not been informed of this part of the plan.

"Hmmm?" Eruka eyed them both with smug, suggestive, mock suspicion, seemingly not at all embarrassed or off-put by the instruction.

"The snakes are moving," the Meister turned a deeper shade of red, "I need access to as much of your skin as I can get. So I can get to them. In fact I brought you these..."

Gus's blue eyes grew huge as Charlie took out a pair of pale-green boy-short style panties.

"I know most witches either wear old style bloomers, or none at all," the Meister could not look at the witch's or the Weapon's face as she explained, "and these are all cotton and seamless, so they won't interfere with the removal."

"That's all well and good," Eruka said sharply, a hint of crimson lighting her face a well, "But what about this?"

She gestured at the bomb locked to her torso.

"If we have your agreement, I have the key to remove that vest," Gus squeaked, his voice still unable to descend into its usual register.

"So, you're going to trust me not to cast a spell on you?" the sorceress said, a veiled threaten in her voice.

"Not entirely," Aegis smirked back, though he still sounded embarrassed.

"Even if we didn't trust you, we would not need to," Charlie answered undeterred, "Your magic is still weakened in here, and my power can deflect spells as well as freeze them. Even if you do manage to do something to us, Lord Death will just detonate the vest remotely, killing us all."

"Fine," Eruka deflated, mildly upset that she hadn't scared them, "I promise I won't do anything. Now get these things out of me."

Gus handed Charlie the smaller key, and and then turned around before the younger girl could shoot him a warning glance. He studied the wall intently, pretending he did not here the click of the tumblers, or the distinctive rustle of cloth that followed. Then something soft and gauzy landed on his hair. He almost turned around, but instead just plucked the offending apparel off his head. Smithson turned bright scarlet when he realized it was Eruka's bra. Without a word, he held the undergarment back, and Charlie yanked it out of his hand. The witch snickered at them as she continued to disrobe.

"You can transform now, Aegis," Charlie said sharply. He did so without moving, however in his Weapon form, his perception broadened. He could now see Eruka was lying face down on her bed, naked but for the underwear Chapel had provided. The witch was facing away from them. Gus expected she did not want them to see her face, and wondered what expression she was hiding. Was she embarrassed despite her little prank? Was she hopeful, or grateful?

Charlie picked up the Shield and slipped a strip of black cloth into his grip and strap. She tied it diagonally across her chest, bandoleer style, so he fit snugly against her back. Then she shifted the stool, and placed a sports drink on the floor beside it. Chapel sat down, leaning over the older girl. The Meister focused on the memory of how linking with Gus had felt, in the battle against the Kishin Larva. As their souls melded, she activated her Mystic Sight in earnest.

"There are seventeen snakes in your body," Charlie said ethereally, as if in a trance.

"Medusa told me there were only fourteen left," Eruka noted darkly, "Though I'm not sure why I believed her."

Charlie touched her fingers lightly to the witch's pale skin, and the older girl shivered slightly. She moved her hands slowly towards Eruka's right shoulder, as if trying to corral something. Then she suddenly pressed down harder, and the 'snake' became visible. Gus had been expecting a realistic looking reptile. Instead the spell was a collection of black polygons, seething with purple energy, arranged in a serpentine pattern. As Chapel poured her energy into it, the curse began to turn light blue, and then the edges started to crack. After a few seconds of Soul Frost, the enchantment crumbled into nothing and vanished.

"One," Charlie noted, her hands already starting to move again. A moment later she trapped a second snake, and this time Gus felt her drawing on his soul energy as well.

"Two." After the second ophidian curse was gone, the Meister's hands split up, and she tracked two of the serpents individually. Her left hand slid over Eruka's butt, pinning the spell down in the Frog witch's right thigh. In the same heartbeat, her right hand caught the fourth snake in its host's left bicep. As she froze them both, her partner could feel what it was costing her, and wondered if she would be able to make it. As if in response to his thoughts, Charlie took a sip of her drink and deep breath, before continuing the count.

"Three, four," she announced lightly, her hands sliding towards the small of Eruka's back. The witch shuddered again, and Gus wondered if she was ticklish or sensitive in that spot.

The next three snakes crumbled in rapid succession, but then Charlie seemed to have trouble catching the eighth one. Gus was not sure if the curses had some sort of intelligence and were dodging his partner, or if was just the reduced population density. By the time she destroyed the tenth spell, Chapel was panting and using Smithson's energy more than her own. The Shield also noticed his Meister's fingers were occasionally leaving streaks of red on Eruka's fair skin, though she was always quick to wipe off.

Eruka could tell that the younger woman was struggling without looking. Unseen by the other teens she began to move her lips silently. Charlie caught the next two more easily as Eruka's spell drew the snakes from her limbs into her torso. She had devised the spell to concentrate Medusa's curses, hoping it would make them easier to destroy. When her attempt to free herself had failed, she let the enchantment lapse, seeing no point in keeping the serpents trapped where they could do the most damage.

"Thirteen," Charlie's voice was no longer airy as she counted off the next snake frozen.

"If you need to stop, go ahead," Eruka forced herself to sound sarcastic, "You've already done a lot better than I expected."

"No," the martial artist said harshly, "If I don't finish before Lord Death's jamming ends, and Medusa notices that most of the snakes are gone, she will kill you. I won't let that happen."

She slammed the rest of her beverage with her right hand, while her left continued to track across the witch's body.

"Fourteen."

"Whatever," Eruka sounded apathetic, knowing they could not see her real expression. She smiled slightly, and a tear appeared in the corner of her right eye.

"Fif... fifteen."

Gus was almost completely drained, but he kept sending the last spikes his energy into Charlie.

"Sixteen."

Eruka whispered a second spell, this one designed to make the target feel rested and energetic.

"Where are you?" Chapel muttered angrily, and both of the other teens reflected in silent amusement that the gruff voice fit her better than the dreamy tone she had had at the start of the endeavor.

"Gotcha," she proclaimed triumphantly, pressing her hands firmly into the skin behind Eruka's heart. The last snake curse appeared, wriggling desperately as it began to turn blue. For a moment it looked like it might escape, but Charlie spread her fingers out, slowing the freezing but keeping the spell contained. As it the Soul Frost enveloped it, the serpent slowed and began to crack. Finally, it shattered.

Eruka started to rise up, and Gus hastily resumed his Human form and faced the corner. Realizing why he had turned away, the witch covered herself with her blanket. Then she met Charlie's gaze, and caught the Meister's hands. Her normal facade crumbled, tears streaming down her face and smiling in pure joy.

"Thank you, thank you," Eruka proclaimed in open gratitude, "I'm finally free, and it's all because of you two. So thank you, Charlie, Gus."

"You helped too," Chapel said carefully, more on guard then before against the older girl's potential tricks, "Or did you think I wouldn't see those spells?"

"Well, I wanted you to get those damn things out of me," Eruka responded huskily, her 'evil witch' mask starting to slip back into place. Then, as she released Charlie's hands, she noticed the small, bleeding punctures on the martial artist's fingertips.

"What happened?" the silver-haired girl's uncaring persona fell again.

"They bit me a few times," the younger woman seemed unconcerned, "But my Soul Frost destroyed their poison spells before it did anything to me."

"Are you sure you are alright, Charlene?" Gus asked, his nose still pressed against the granite wall.

"I wouldn't object to a nap," his partner admitted, "But otherwise, I am fine."

"Then can Eruka get dressed, please?" his bass voice cracked again, as he made the request.

"Fine," the witch said disparagingly. Smithson tried not to listen to the sounds of cotton sliding against flesh, so he would not estimate which piece of clothing Eruka was putting on. Which only spurred his imagination, turning the Weapon's face red again.

"Now what?" Eruka suddenly said darkly.

"You can turn around now, Aegis," Charlie whispered, and he did so to find both young women staring at the explosive vest.

"That's up to you," the Meister continued at a more normal volume, "Lord Death told us to give you two options, if we succeeded. You can remain in this cell, without the bomb. Or, we can take you to a more comfortable room, but you will have to put the bomb back on."

"Define 'more comfortable'," the witch considered suspiciously.

"It is still dampened against magic," Gus explained, "but it has a nice view, thought the window is barred. And it has a better bed, a separate bathroom, and even an old TV. But there's no cable or anything, just local channels."

"It is one of the rooms used by Pen... defectors from the covens, while they are earning Lord Death's trust," Charlie added. Gus looked at her in surprise, that was not part of what Death had told them. Under his gaze, Chapel frowned at herself, wondering if she had said too much.

"Can I see it first?" Eruka asked thoughtfully.

"You'll have to put the vest back on," the Weapon informed her.

"Yeah, I figured that." The Frog witch sounded almost disappointed as she picked up the explosive garment. She slipped her arms back into it, and Charlie checked it and locked it.

* * *

><p>Eruka fell onto the bed with a groan of comfort. Were it not for the barred windows, and the reinforced door, with multiple locks for the outside, the cell might have been mistaken for a dorm room at a high-priced college.<p>

"I'm definitely staying here," the older girl said happily. Then she looked at them and added with her more usual sarcasm, "I'd ask you to bring my stuff up, but I don't have anything."

"About that," Gus said, shifting his backpack onto the floor. Charlie had wondered if he brought homework, considering the bulges in the bag. He open it, and took out a small purple cube.

"I got Death's permission to give you this. It should help pass the time. If you want it that is..."

Both students tensed in surprise and potential counterattack as Eruka launched herself at Aegis. But she merely hugged the Weapon, and then danced back, clutching the machine to her chest, like a younger person might hold a beloved stuffed animal. Chapel watched carefully, but the witch had not cast any spells.

"Mizune stol... acquired one of these for us," the witch offered, noticing their confusion at her reaction, "We used to play it whenever we could sneak away from the rest of the Coven. We weren't very good, but we had a lot of fun. I had to leave it behind when Medusa killed Mizune and forced me to be her servant."

Eruka's expression turned melancholy at the end, but the she shook her head and clapped her cheeks to clear the bad memories.

"Can you hook it up?" she asked the young man almost shyly. He nodded, and started digging wires, controllers, and disc boxes out of his backpack. Charlie observed him curiously, as he connected the box to the TV.

"Can you two stay and play for a while?" Eruka prompted as Gus tested the game. The partners glanced at each other regretfully, but before they could answer, the door opened.

"They can if I can," Death squeaked as he glided into the room. Eruka was instantly on the defensive, but the specter only stared at Gus's gift, an expression that could only be described as hopeful on his mask-like face. The witch forced herself to relax, and then smirked broadly as if something had occurred to her.

"Sure, the more the merrier, right?"

* * *

><p>At first the three teens focused on Death in their game, who was able to play despite the fact that his hands should not have fit on the controller. But into the middle of the second match, the two girls and the god realized that Gus was easily the most skilled player, so they began to team up on the Weapon instead. Smithson did not seem to mind, until the fifth match, when he picked his best character and cut loose, destroying Death and Eruka, though losing most of his reserves in the process. He still managed to get Charlie down to within an inch of her last life, before she finished him.<p>

Eruka dropped the controller gently on the bed, and dropped back with a contented sigh. Then she remembered where she was, and who she was with, and how she had come to be here. She sat up and glared at them seriously.

"Do any of you have a pen and paper?" she demanded. Gus started to lean towards his backpack, but before he could, Death's hands vanished into his 'robe' and reappeared with the requested items. The older girl quickly jotted something down, and handed the page to the headmaster.

"That's the address to one of Medusa's safehouses," she said. Her voice was harsh, but she blushed shyly and did not look at them, "I can't guarantee she didn't abandon it as soon as I was captured, but even if she did, you might find something."

"Thank you, Eruka," Death said seriously, and then vanished from the room. Then she looked at the other two teens, both of whom were staring at her.

"What?" she demanded, "That's why you helped me, right? So I would be grateful and give you info on Medusa."

"That's part of the reason why Death asked us to help you," Gus shook his head, "That's not why we did agreed."

Charlie nodded slowly in agreement with her partner. And Eruka's eyes drifted down to the small cuts on the younger woman's fingertips.

"Whatever," the witch said without conviction, "Let's just get back to the game."

As the three youths returned their attention to the screen, Charlie thought she saw a hint of a genuine smile cross Eruka's lips.


	11. Chapter 11

**Lesson 11**

Charlie dropped the banana peel behind her, and from his position close behind her, Gus was unable to avoid it. He skidded into a tree with a dull thump. Before the young man could recover, the third spot in line was stolen. He barely beat the next AI racer, taking fourth place. The Meister and the Frog witch bumped fists, but then looked at the unperturbed Weapon suspiciously.

"I wonder if we're really getting good enough to beat him," Eruka voiced their shared concern, "or if he is still letting us win."

Before Smithson could comment, the door the comfortable cell opened, and Death glided in.

"I expected I would find you two here," the specter squeaked, "It is good that you three are becoming friends, but don't forget about your schoolwork."

Both of the younger teens looked at the technical prisoner, expecting her to deny Death's statement. Instead she just looked away, pretending she had not heard. After a few seconds, Eruka turned her attention back the god.

"I haven't remembered anything else about Medusa or her plans that I haven't told you yet, Death," the sorceress sounded mildly regretful as she said that.

"Actually, I am here for Charlie and Gus," the headmaster waved his hand to indicate she needn't worry about that, "But since you mentioned it..."

"The safehouse you told us about in Prague was like the one in Rio, it appeared to have been abandoned only hours after Charlie removed Medusa's snakes," he filled in the three teens, "Unlike last time, she had paid for this one in cash, so we weren't able to find and freeze any more of her assets. However, this time we found some scraps of a new spell being designed. Based on what Diana and... others... were able to tell from the style, we have confirmed that Melinda Elk has taken your place as Medusa's right hand. And more willingly than you did, by all accounts."

"I thought she was more loyal to Mabaa than that," Eruka mused, "I wonder if she could be a double agent for the Covens."

"That has been suggested, and we are cautiously investigating," Death informed them, "But we have also heard of a growing dissension in the Covens' ranks, due in part to Medusa's and Arachne's actions. Even with Arachne gone, Medusa is still drawing witches away from Mabaa."

Death and Eruka lapsed into a thoughtful silence, leaving the two students with varying degrees of confusion about the intricacies of witch politics.

"You wanted to talk to us, Lord Death?" Charlie finally prompted.

"Oh yes," the specter started, "You and Gus gather your gear and come to my office. I have an emergency mission for you."

The two hunters nodded, as the headmaster vanished back into the corridor.

"Well, I guess I'll see you two when you get back," Eruka did not even bother to hide her regret anymore. Chapel bobbed her head again, this time more sadly, while Gus appeared to suddenly remember something.

"Hey, Eruka, are there any games you might want, that weren't in the first batch a brought?" he asked, gesturing towards the box.

"Maybe," she said carefully, "Why?"

"Well it's only a few weeks until Christmas," he answered, "And I'm not made of money, and I don't know what Death would let us give you; but last gen games aren't that much, and he doesn't seem to mind that, as long as you let him play some times."

"You... But..." the witch stammered, genuinely amazed, "But I can't give you anything."

"That doesn't matter," the boy shook his head, "I get that you're not exactly in a position to go shopping. Besides, it's not like I won't be playing it a lot, too. Unless it's a one player game, I guess."

"Well," Eruka considered his question, "I don't actually know that much about games. Most of the game I had played... before... are in the ones you brought. Or weren't very good. So I guess I'll just have to trust you to pick out something good."

Smithson blushed; even if it was for a very specific reason, that was the first time Eruka Frog had said she trusted him.

"Okay," his already bass voice grumbled lower, "I guess I'll just have to make it a surprise then."

"Aegis," Charlie said sharply, sticking her head back in the door, "We shouldn't keep Lord Death waiting."

He hurried out of the cell, and Chapel sealed it behind him. She caught up to him, and stared at him strangely. He noticed her expression before they reached their first turn.

"What?" he asked cautiously, not sure if she was annoyed.

"Aren't you going to ask what I want for Christmas?" she said haughtily, trying to sound more joking than jealous or disappointed.

"Nope," he grinned, "I got your presents ages ago."

Her eyes widened in surprised.

* * *

><p>"There has been some extreme and troubling supernatural activity in Tulsa, Oklahoma," Death told the teens, "Strange lights, flowers suddenly blooming or dying, and even one reported case of a car suddenly changing color and becoming magnetized, while people were watching it. Though we haven't ruled anything out, it fits the pattern of thaumaturgical feedback."<p>

"So you want me to find the witch responsible," Charlie said.

"Yup," the god nodded, "with your Mystic Sight, the Soul Protect they use to hide from the rest of us becomes a beacon to you."

"Are you sure you don't want one of the others to go?" Charlie sounded anxious. Gus looked at her in earnest bewilderment.

"Charlie is not the only person at the DWMA who has some way to pierce Soul Protect," Death explained, understanding part of the Weapon's unspoken question, "But there aren't that many, and some I can't send out into the field. Still, Charlie is one of the best, and more importantly, she is the only one available right now."

"But even if you find this witch, do not engage her," the headmaster rounded on the girl, pointing one large digit at her,"that means both combat and conversation."

"I understand," the girl nodded.

"Good, here are the reports."

* * *

><p>A chunk of rock hurtled past Charlie's head, scoring a light cut on her right cheek. She brought Aegis across her body to stop the next lump of magically propelled granite. Thanks to the Shield's absorption of the force of the impact, she was able to continue without slowing, drawing closer to the fleeing enchantress. The seemingly twenty-something woman reached her goal, a park where the trees had a full set of green leaves despite the time of year.<p>

"We were right, she does seem to be operating from here," Gus said softly, keeping quiet his misgivings over disobeying Death's orders. Especially since, technically, the witch had started it.

Finding the witch had been simpler and faster than the teammates had excepted, though it had taken them until early evening. Using the data in the police reports Death provided them, Gus plotted the incidents on his phone's map. The activity was centered on the park they had just entered, but with a few repeating outliers clustered to the north. Charlie identified an old-time saloon and Gus an antique bookstore as potential points of interest, and after only a few hours of staking out the bar, Chapel saw what she was looking for, a twenty-something woman under the effect of the subtle and familiar spell. Unfortunately, the witch had noticed the Meister's interest, and tore out a piece of the road with her powers, throwing it at the teens.

The sorceress was taller than Charlie, and had a swimsuit model's figure: long and lean limbs, a toned midsection, a noticeable flare to her hips, and breasts that were above the average size. Her clothing was design to slow off her figure, a low cut and dangerously tight white blouse; equally clingy, chocolate-brown, leather, hipster pants; a matching knee-length overcoat; and darker brown high-heeled cowboy boots. Her dark eyes glittered as she watched them, and her long, wild, sandy hair fluttered in the night breeze. Now that they were in the park and away from prying eyes, she produced from nowhere a black witch's hat with a rodent like face above the band. She smoothed the brim like a movie gunslinger, and waited for the Meister to approach.

"I was afraid I was getting too showy," she purred at them, "So what now, Death's pawns?"

"Good question," Gus whispered to his partner, now that they had a moment to collect themselves.

"You could start by introducing yourself," Charlie told the other woman, "And then you could explain what you are doing that is causing so much trouble."

"Tabitha Weasel," the witch said, sketching a slight bow, "But what I am doing is none of your business, little one."

"Then I'm guessing it is something the police and Lord Death would not approve of," Gus's deep voice echoed out of his metal surface. Tabitha shrugged with a tiny smirk.

"And could I talk you into stopping, whatever it is?" Charlie asked neutrally.

"Probably not," Tabitha admitted, "And I suppose that is going to be a problem?"

"Not for us," Chapel shook her head, "We will be leaving."

"Going to tell your boss on me?" the witch sneered, her mask of amused civility dropping. She gestured, and a larger chunk of stone, this one shaped like her totem animal, ripped out of the grass. Charlie dropped to her knees, throwing up Gus and sending their shared energy into his surface. The shield reflected the rock, causing the minor golem to explode as the front half piled into the back half. The stones scattered around her, but did not strike the girl again.

"You don't have to do this," Charlie argued, standing though she did not drop her guard, "You can just let us leave. You would have plenty of time to escape."

"Maybe," Tabitha gestured again, and two rock and dirt weasels charged Charlie, one from either side, "I might be able to run, but I wouldn't have enough time to collect all my research first. And if I let you go, you'll give your people my description. No, I think you have to die, girl."

Chapel flipped over the two golems, keeping Smithson between her and the witch. As she was inverted, she reached down and touched on of the constructs, freezing the spell inside. The mobile weasel collided with its former comrade, shattering the disenchanted statue and losing a leg in the process. As the girl landed, Tabitha's next spell trapped her in a small whirlwind, holding her for the hobbling construct. Though she could not dodge, Charlie was still able to interpose her shield. Again, Gus's deflection forced the unstable creature back into itself. The weasel crumbled, and Charlie put her arm into the vortex, cracking the magic.

"I get it," Tabitha said, annoyed, "You've got some sort of anti-magic wavelength. That's probably how you found me in the first place. You're just going to let me run myself out of mana, and then you can kill me without risk."

"You don't have to die," Charlie countered softly.

"Charlene," Gus hissed, trying to remind her of Death's instructions. But she ignored him.

"You could turn yourself in," the fighter continued, "Death doesn't summarily execute prisoners. You can make a deal. Maybe you could even get some help with whatever you are researching."

"I think you almost believe that," the older woman said cautiously.

"If nothing else, you could stay alive for now and try to escape or hope for a rescue," Charlie offered with a touch of humor. Tabitha smirked slightly and lowered her hands. Both Gus and the witch said something, but their words were cut off by a C-17 flying low over their heads. Chapel saw Tabitha's lips move but had no such clue from her partner.

"What was that?" Charlie asked loudly over the diminishing roar of the plane.

"I said better than dying," Tabitha repeated as the ambient noise returned to normal, "I guess I'm your prisoner, then."

"I'll do everything I can to make sure you are treated fairly," the Meister promised. Then she reached into her pocket and took out a hand mirror. She transferred it awkwardly to her left hand, still holding Aegis's grip. Then she breathed on the glass and started to write in the condensation.

"Shi-ni..."

"CHARLIE!" Gus's shout interrupted her, and she lifted her eyes in time to see the muzzle flash as Tabitha pulled the trigger of the pistol she now held in her left hand. The witch squeezed off two more rounds as the first one tore into the girl's chest. The second bullet clipped her side as she started to fall, and the third reflected off Aegis as he drifted into the path of the gun. The girl's eyes clouded over as she hit the ground and her blood began to spill slowly onto the grass. She tracked the witch as Tabitha sauntered over, still aiming the pistol at her.

"You know, so many of my _sisters_," Tabitha sneered the last word, "would call using a gun 'treason'. They are too proud and stupid to ever use a human tool. They underestimate the speed, and the usefulness, of a sidearm when you run out of magic."

Gus resumed his Human form and stood between Charlie and the witch, assuming the fighting stance his partner had drilled into him. Tabitha looked him up and down, and then snorted in amusement.

"Really?" she asked, and shot him twice in the chest. But the bullets bounced off with a metallic clang, one passing perilously close to the shooter's head. Under his damaged shirt, instead of a Human chest, she saw the concave grey and blue metal of his Weapon mode.

"Partial transformation, huh?" the woman commented, holding her ground as Gus's fists turned into the arced ends of his shield form.

"You don't think you can protect her from me, do you?" she pointed the pistol at his face. Smithson raised one arm to cover his head.

"I don't have to," Gus said sternly, "I just have to hold you off long enough for the police to get here. Your magic may be quiet, and normal people may tend to ignore it. But you fired a gun in a public park, and one pretty close to a military base, judging by that plane earlier. You think there won't be police swarming this place in the next few minutes? You already implied that your magic was running short, and Charlie didn't call you on it. So I'm guessing you won't have the energy to protect yourself from a prolonged gunfight."

She stood there, glaring at him. Aegis held his ground impassively, hoping his guesses were correct. Then a siren in the distance broke the stalemate. Tabitha grunted and scowled in anger. She slipped her gun back into her pocket and took a step back. She raised her arms again, and the Shield tensed. But she pointed at the ground beside her, and gestured downwards. A twenty by thirty foot rectangular area of the grass rumbled and sank a good ten feet. Then the witch turned and ran.

"Okay, Charlene," Gus scrambled back over to his partner as the older woman disappeared and the police klaxons grew closer.

"Stay with me," he begged, grabbing her left hand, "Help is on the way."

Though her eyes were still open, she did not answer. And her hand felt cold in both of his.

"Okay," he said again, "I'm not letting you go that easy."

He changed again, more slowly, slipping her arm through the strap, until only his right hand remained Human, holding her left tightly..

"Soul Resonance," he whispered, bonding his spirit to hers, and anchoring it to life. He poured his energy into her, trying to fight the blood loss.

"Stay with me," he asked again, as her eyes drifted closed.


	12. Chapter 12

**Lesson 12**

Charlene Chapel awoke with a start, and jerked upright from her reclined position. Her first surprise was that she was apparently alive, and in the DWMA infirmary. She was wearing a hospital gown and had a severe case of bed hair.. Her second surprise was that she felt no pain, making her doubt her initial assumption that she was alive. She attempted to reach up to brush back the hair that was clinging to her cheek, but found she could not move her right arm. She looked down, and saw Aegis Smithson, sleeping in a very uncomfortable position; leaning out of the chair to hold her hand with both of his and his head using her elbow for a pillow. As she looked at him, her last memories resurfaced, and she smiled fondly even as a tear started to run down her face.

"He has been here almost constantly, since you got out of surgery," a voice whispered from the curtains, and Charlie shifted her attention to Mira Nygus. The bandaged Weapon who acted as the school's nurse slipped silently into the enclosure.

"The only time we could get him to leave is when we were changing your bandages."

"How long?" Charlie kept her voice down as well.

"Three days," the medic answered. Then she carefully volunteered, "He saved your life, you know."

Charlie nodded, "I was slipping in and out, but I remember him standing between me and that witch. He used a Partial Transformation to block her shots. If he hadn't stopped her, she would have finished me."

"I didn't know that," Nygus admitted softly, looking at the boy with a new-found respect, "I was talking about how he Resonated with you to slow your blood loss with his Endurance wavelength and to keep your soul from leaving your body."

Charlie looked down at Gus with a hint of dismay and struggled to stay quiet, "But... If I had..."

"If you had died slowly like that," the nurse filled in, "Gus might have gone with you. The best he could have hoped for was serious mental scarring and decreased powers."

Charlie stared at her partner for a few moments in confusion. Then she turned back to the adult woman. She pressed her hand to her chest, where the first bullet had hit her.

"I don't hurt," the Meister stated, "And I don't feel any bandages."

"You had some magical assistance," Nygus informed her, "After the operation, Eruka Frog provide a poultice that speeds recovery and prevents infection. And this morning, Kim Diehl came in and healed you the rest of the way. She told Gus and I to tell you that you two are even now."

Charlie smiled slightly, remembering the the third year considered herself in Charlie's debt for not revealing her secret. Chapel had never considered it an issue, but she knew how seriously Diehl took such things.

"So that means I can... go?" the teen's statement turned into a question as a wave of exhaustion hit her.

"No," Nygus said firmly, "Magical healing takes a lot out of you. And you being you, Death ordered me to keep you here at least two more days to make sure you get enough sleep and proper nutrition."

The girl wanted to protest, but the words escaped her as she lost the energy to hold her head up.

"I'll wake you both at five for dinner," Nygus said as Charlie's eyes fluttered closed.

* * *

><p>The mummy-like nurse did not have to make good on her word; Charlie roused on of her own accord at four-thirty. This time, her partner was up as well. Aegis was reading a paperback with his left hand while their right hands were still linked.<p>

"Hiya, Gus," she said, her voice weaker than she expected. His head swiveled up to look at her, and in the same motion, he pulled his hand away from hers as if burned. It only took her a moment to realize why he had taken his hand back so quickly, and the understanding left her sad and ashamed.

"Charlene," he answered, blinking back tears, "Thank goodness. Ms Nygus told me you woke up, but that you were really weak and you passed out again. Do you want some juice or maybe some crackers? I saw some in the cabinet, probably for the blood drives. I'm sure Ms Nygus won't mind. Or I could run and get you something else. They said you'll have to eat more meat and more food in general for the next few days, to make up for both the blood you lost, and the spell Kim cast on you. But I think something light would be best to start. Oh, I know, that sports drink you like..."

"Gus," she interrupted gently. He instantly quit babbling, this time recognizing that she had used his nickname instead of his full first name.

"Some juice would be great," she said, "I don't want to put you out too much, and I'd rather you stayed here with me."

He nodded, folding down the corner of the page of his book before slipping out of the chair. As he turned, she caught a glimpse of suspicion and confusion on his face. He walked out of the curtain, and she heard him rummaging around for a few moments, before he returned with a bottle of apple juice and a two-pack of oversized chocolate chip cookies. She ate the cookies quickly, and then sipped the beverage. He watched her carefully, and silently, and she could tell he was struggling to keep his expression blank.

"I need to thank you," she broke the silence, screwing the cap back onto the bottle, "Though just saying 'thanks' doesn't seem adequate. You saved my life twice in that fight. And it was a big risk for you both times. So for now, I'll just say 'thank you, Gus' and I'll find a way to properly express my gratitude when I am released."

"How about you just promise not to do that again, and we'll call it even?" he said in quiet fury.

"Wha.. what?" she stammered, unsure what he meant and taken aback by his tone.

"You dropped your guard," he growled, tying to keep his voice down, "She attacked us first, said she was going to kill you, but as soon as she said she would surrender, you dropped your guard. Fine, you knew she was running out of MP, and it's not like we have handcuffs or anything. But you should have at least searched her first. She could have had a knife, or a magical potion bomb, or a _gun_."

The young woman looked down, embarrassed. But she also could not deny the warmth in her heart.

"Okay, I get that with your mom, and Eruka you have empathy for good witches," he continued, some of his worry-born anger fading, "Between Miss Cassandra and Eruka I kinda feel the same. But you... in a fight... you can't... You can't put yourself at risk like that."

"I know," Charlie said, looking at the tear running down his cheek, "I try to practice my mom and Aunt Diana's philosophy, that not all witches can be saved and some need to be killed to protect everyone else. But I'm also influenced by my dad's perspective; if some of the people I love are witches, I can't just kill them."

She grinned with dark irony and added, "Even if my dad acting like that is partially to blame for..."

As she trailed off, she noticed him staring at her, intent and curious, his upset gone. She realized he still did not know about her past.

"I want to tell you a story, Gus," she said softly, "No, that's not right, I owe it to you."

He settled back into his chair not taking his eyes off her. She took another sip of the juice.

"You know my mom was a witch, and my dad was a Meister. They first met while he was still in school here. It was his junior year, and he was on a mission with Uncle Ken..."

Her face darkened.

"I still call him that," she muttered to herself, before addressing her partner again, "Kenichi Kusanagi, my father's partner, was a jian-type Weapon who came here from Japan. They were near the top of their class, but not quite as good as Professor Stein and Spirit. Anyway, they were on a mission..."

* * *

><p><em>"Was that really a B-Rank?" the Sword asked with a slight accent, as the Meister brushed a few dark red ice crystals off his hilt and blade. Kenichi Kusanagi resumed his Human form, that of a sixteen-year old male of Japanese descent. He was slightly above average height for his age and ancestry, with sharp black eyes and medium brown hair pulled back into a pony-tail. He had a somewhat stocky build, and wore a long-sleeved, white, dress shirt and black slacks, with burgundy vest emblazoned with the DWMA logo over his left breast.<em>

_"They can't all be monsters," George Chapel told his friend and partner. The fencer was taller than his Weapon, and thinner, with an easy smile, kind hazel eyes, and close-cropped blonde hair. Chapel wore a black DWMA polo shirt and blue jeans._

_"Don't sell yourselves short," a feminine voice interjected from above them. Meister and Weapon looked up to see a young woman, maybe a year or two older than they were, peering down at them from the roof of a four-story office building. She grinned at their surprise, her literally golden eyes sparkling merrily. She had long navy hair, done up in three braids that still almost reached her butt. She wore a simple, loose fitting black sheath gown, and had a pointy black hat on her head._

_Still smiling at them, she jumped casually. Her left hand held down her hat, while her right pressed the front of her dress against her thighs. The fabric still fluttered as she dropped giving them a good view of her shapely legs and a few glimpses of her sexy silver underwear. Then as she passed the last fire escape, the girl inexplicably slowed. She landed lightly before them, unharmed._

_"I suppose he might have given a ranged team some more trouble," she noted, staring intently at George, "But that wasn't an issue. You like to get in close, don't you."_

_"You're a witch," Ken accused angrily, pointing at the beak and feathers around the stem of her hat._

_"Minerva Owl," she curtsied, "And I am somewhat in your debt. That Egg was starting to become an annoyance, but my boss Alexis insisted we leave him alone and observe him. He was talking about wanting to eat a witch's soul and become a 'reverse Death Scythe', like such a thing is even possible."_

_"If you are in our debt, maybe you could surrender quietly?" George asked carefully._

_"As much as I'd love to surrender to you," she purred, leaning closer to Chapel, giving them both a good view of her cleavage, "I'm afraid I still have work to do. I have to tell Miss Lynx about the loss of the egg, and then I'm scheduled to hunt down a traitor in Detroit. But if your friend is willing to give us a couple hours alone, we could retire to a more private setting to... discuss the matter."_

_The swordsman blushed furiously, and his partner snarled and transformed back into a slender, straight bladed longsword. Frowning in disappointment, George slipped into his fighting stance. _

_"I'm afraid we can't do that," Chapel controlled his tone, "You'll have to come with us."_

_"Try," she encouraged, sounding more amused than anything else. He stabbed lightly forward, aiming a crippling blow at her thigh instead of a lethal blow at her head or torso. But Minerva danced easily back and to her right. George thrust out his left hand, and a cloud of freezing mist appeared in her path. The witch exhaled harder than should have been possible, scattering the soul-charge fog. Some of it stuck the ground, creating a sheet of ice. Her path took her onto the impromptu rink, and though her shoes did not appear suited for it, she glided on the ice like a skater._

_"If you wanted to go ice-skating, you should have just said so," she told him with seductive sincerity, "But I'd really still rather it was just the two of us."_

_George swung at her legs again, this time putting more force into the jian. But the witch slid casually away. Chapel focused his soul and launched a spike of ice at her, but Minerva avoided that as well._

_"As much fun as this has been, if this is all you want to do, I really do have to going," she said regretfully. She blew George a kiss, and then as she turned away, she transformed into an owl. Three strong flaps of her wings and the witch was gone._

* * *

><p>"She passed them information," Gus noted as Charlie paused to take another drink.<p>

"You are quicker than they were," the girl smiled slightly.

"It helps that I know she was a good guy."

"That wasn't the last time they met like that," she resumed, "Mom would flirt with Dad, and 'casually' tell him what was going on in her life. But about six months after their first meeting, her cover was blown. Death finally let Dad and... Kenichi in on Mom's secret, and asked them to bring her back. They never told me that part of the story, I got the feeling things did not go well, even though the three of them all made it out okay. Still, they rescued my Mom. After she came back, Death said it was too dangerous for her to leave the city, with the Covens after her. Mom didn't mind, she became the librarian here and began to pursue my father in earnest. One week after his eighteenth birthday, they got married. And the day before their third anniversary, I was born."

"My dad continued to work as a Meister, but Kenichi never became a Death Scythe. Even though Mom encouraged Dad to let Ken eat a witch soul, it was like I told you earlier. He wouldn't, or maybe even couldn't, do it. By the time I was old enough to be aware such things, Dad and Uncle Ken were arguing at least once a month about it. But they kept working together and Kenichi kept consuming Kishin Eggs."

Gus frowned at that, his mind getting ahead of her, but he did not say anything.

"It happened the summer after my sixth birthday..."

* * *

><p><em>The girl twisted up the leg of the plastic armored figure in her left hand, and spun it into the right hand of the turtle like toy. She set the first doll down briefly, and removed the bright orange katana from the hand that had just been 'kicked'. Her mother folded up the red and white checkered blanket, and placed it on top of the cooler.<em>

_"Charlie, put your toys away," Minerva Chapel instructed kindly, "We are leaving as soon as your father gets back with the chips."_

_The girl began to comply, gathering up the other victims of her pretend battle and carrying them to the chest beside the sofa. As she lifted the lid, there was a firm knock at the door. Her mother turned to answer it, her long blue tresses floating freely around her. She opened the door and her expression changed to one of pleasant surprise._

_"Ken, come in," she said, stepping back to allow her husband's partner into the apartment, "It's good to see you. We were disappointed when George said you couldn't make it today."_

_"Drop the act, witch," the Weapon snarled, kicking the door closed, "I know it is you. It has always been you. Ensorcelling him, polluting him. Forcing him to father your spawn."_

_"Ken, I don't know what this is about," Minerva said firmly, but with hints of anger and fear, "But I think you should leave now, and we can talk about what's wrong later."_

_"You'd like that, wouldn't you? More time to worm your way into his thoughts. But I'm not going anywhere. You are, and I'm finally going to be complete. Then the two of us will finally have the rank and respect that we deserve. That you stole from us."_

_"Charlie, go to your room," her mother barked quickly, as Ken's hand transformed into a steel blade._

_"But I wanna play with Uncle Ken," the girl complained, not yet understanding._

_"Charl..." Minerva Chapel's teeth clicked as she hopped back to avoid Kusanagi's first slash. He flowed forward, his other limb becoming a second sword. The witch was not able to fully avoid his second swipe, and the Weapon cut through her sweater, deep into her left arm._

_Charlie backed into a corner, frightened, and whimpered when she saw her mother's blood. But the girl could not take her eyes off her 'uncle's' savage attacks and her mother's desperate attempts to dodge._

_Minerva knew she was in trouble. Though she was just as fit as she had been as a teen, she was years out of practice when it came to fighting. And the Chapels' apartment was no exactly conducive to her acrobatic style of dodging. Finally, she had never been adept at offensive magic, and the spells she did know would put Charlie, or possibly even their neighbors, at risk._

_"Charlie, please run," the woman pleaded. She knew her only chance, and her daughter's best chance, was to get the girl out of there. Charlie just shuddered, the horror on her face increasing as Kenichi scored a deep gash on Minerva's right thigh. The witch stumbled, hit the coffee table, and fell to the floor. She quickly rolled forward to avoid the Weapon's followup, but an armchair prevented her from getting as far away as she hoped. Her back against the recliner, she pointed her palms at her attacker as he closed the gap. But the energy around her hands died as she saw her daughter directly behind Kusanagi. She tried to dodge again, but her attempted attack cost her too much time, and her injured leg slowed her. As she regained her feet, both of Kenichi's bladed hands pierced her chest._

_"Not Charlie," Minerva begged with her last breath. Kusanagi ripped his blood soaked limbs back out of her body, his once again human right hand holding a small orb of deep blue energy._

_"At last," the killer purred insanely, and started to lift the soul to his lips._

_The door burst back inwards. George Chapel's livid expression changed to one of sadness and confusion when he saw the identity of the invader his neighbor had called to tell him about._

_"Ken, what have you done?" the Meister demanded, angry tears streaming down his face._

_"I am freeing you George," the jian answered gleefully, "Freeing you, and taking my rightful rank."_

_George Chapel charged across the apartment faster than Charlie had ever seen him run before. He slammed shoulder first into his partner, knocking Kenichi backwards into the coffee table and dislodging his wife soul from the Weapon's grip. Kusanagi reached for Minerva's spirit, but George kicked his hand again, and the soul faded away._

_"Minerva," George wept, not noticing his sobbing daughter huddled in the corner._

_"You are too far gone," the Weapon's hands became blades again as he regained his feet, "I will have to cleanse you, before you become a threat, too."_

_"Cleanse me?" George Chapel boggled, "Ken, you are talking crazy. Let me..."_

_"You and your spawn, to be safe."_

_Chapel blinked as he recognized his daughter, curled up in the corner but still watching them. His right hand connected with Kusanagi's jaw, driving him back again._

_"I will kill you before I let you touch Charlie."_

_George crossed the apartment in the blink of an eye and drilled his right fist into Kenichi's stomach. But as the Meister withdrew his hand, blood dripped down his fingers and a number of small knife points were visible through the tears in Kusanagi's shirt. As Chapel stepped back to put his momentum into another punch, rows of tiny daggers erupted across the Weapon's arms, legs, and chest._

_"You are no martial artist, George. There's no way yo can beat me without a weapon."_

_With that boast, the jian went on the offensive. He slashed at George's neck with his right hand, while stabbing at Meister's right hip with his left blade, to prevent him from dodging to the side. He also started to step forward, preparing to pursue if his partner jumped back. Kusanagi seemed to have forgotten that even if he attacked with a sword, Chapel did not use the Weapon in his defenses. George slapped his left forearm against the flat of the blade aiming to behead him, taking a shall cut but pushing the transformed hand high. Then he shifted forward around the other sword., punching underhand again. Instead of hitting with flesh, the widower projected a spike of frozen water. It hit one of the razors sticking out of Kenichi's torso and shattered. Though a few of the shards scored the skin around the steel, the damage was minimal._

_"George, without a Resonance, your Soul Frost can't do anything against a metal."_

_Chapel slid back, leaving a trail of ice. Kusanagi followed, sword tips emerging from his shoes like crampons. George tried to sweep the killer's leg, keeping his left arm ready to ward off any attacks. At the same time his eyes swept over the main room of the apartment, looking for anything he could use to fight. Unfortunately, he had to stop his low kick before it connected as more points emerged from the lunatic Weapon's skin. George took a deeper wound on his injured forearm blocking another blow as he backpedaled. The next stab hit his ear, and Chapel tried to lead the fight towards the kitchen, so he could get a knife. _

_Kenichi Kusanagi was now more metal then skin, covered almost completely with daggers from the neck down. He recognized where the Meister was leading him, and slowed his assault. Instead, he turned and looked back at the girl crouching beside her toy box._

_"NO!" George cried in desperation. But for a moment, instead of fear, his face was lit with grim determination. Making his face match his voice, Charlie's father jumped forward. Her 'uncle' spun back to meet him, angling his transformed hands upwards. George Chapel impaled himself on the blades with a look of shock._

_"Goodbye, George," Ken smirked._

_"Goodbye, Ken," George answered sadly. Ice formed around the swords, trapping them and slowing the bleeding. Then he reached up and wrapped his hands around Kusanagi's neck. Frost began to form and the Weapon's skin turned blue. Ken realized what was happening, and tried to change. He was too late, and with a swift turn of his hands, George Chapel snapped his neck. Charlie whimpered again as they fell to the floor, still connected._

* * *

><p>"Death, Mr Barrett, and Ms Nygus arrived about twenty minutes later, but by then my dad was gone too," Charlie told Gus, twin track of wetness on her cheeks.<p>

"They brought me back here, and Death became my guardian. My Aunt Diana, the last witch my mom redeemed, had taken over her undercover work. But as soon as she found out, she abandoned her post and came here. She wanted to take me away, to raise me. But Death said the Covens would be after her, especially with how she left. Instead, he gave her my mom's job as librarian, and let her stay here to help take care of me."

She trailed off, taking another drink to wet her dry throat. Gus looked at her sadly, but kept most of the pity from his expression.

"That's why you hate Weapons so much."

"Actually," she grinned ironically, "there is one more element to my feelings."

"About a year ago, my... _opinion_... had softened. It almost had to, after living here for six years. And I had met a certain Weapon who inadvertently helped me with that. He didn't have a partner, and he was as loyal to Death as I was. Plus, he was cute, and I had a crush on him. His name is Justin Law."

"The traitor," Gus snarled, surprising Charlie.

"Exactly," she said after she recovered, "When he betrayed Lord Death and killed Mr. Buttataki, I was crushed. Any belief I had in Weapons snapped back."

"Of course it did," Gus agreed, "The two most important Weapons in your life betrayed you."

"It wasn't like Justin Law even knew who I was."

"That doesn't matter," he countered, "I mean, itisn't like the games I play or movies I watch are aware of me in any way. They have still influenced me. Even if he didn't know it, he was important to you."

"Thank you, Gus," Charlie felt fresh tears, but this time in gratitude, "And I'm sorry, for the way I've treated you. I can't say I'm ready to fully forgive or trust Weapons, but I want to trust you, and I am going to try."

"Thank you, Charlene."

"Call me Charlie," she smirked at him, "It feels like you're scolding me, when you use my full name."

He smiled happily, and nodded.

"And who's this Cassandra person?" she demanded. Then recognizing her toned, she added more softly, "If you don't mind me asking."

"She was a witch who moved into our neighborhood when I was five. She told all the kids, and showed us her magic. Simple stuff, like changing the color of our clothing, or make scrapes and bruises stop hurting. She asked us not to tell anyone, or the evil witches would get her. She was really nice, and everybody liked her. But then Jimmy Wilson told his parents about her, and three days later she vanished. After I got here and started learning about the witches, I started wondering if the Covens got her, or if she escaped."

"And speaking of witches and friendship," he said, giving her a critical look, "I know why you have been waiting, but isn't it about time you time you told Eruka what Death told you?"

"Yeah," she nodded slowly, "I'll do that as soon as I am released."


	13. Chapter 13

**Lesson 13**

"… dealt with it," Death said smoothly, "As we always have."

Charlie padded silently into his office, the familiar scenario of being admitted even though the headmaster was already engaged playing out again.

"So you claim," a voice vaguely familiar to the girl growled, barely voiding yelling, "But that witch was operating within spitting distance of one of my bases, and we don't know how long she was there, or WHY! And don't tell me it's just some coincidence."

"It could be a coincidence, though I doubt it as well," the god agreed amicably, "On the other hand, it could be that it isn't a coincidence, but still is unrelated; there could be something about the area that drew both the Army and the witch to that place. But until we can figure out what this Tabitha Weasel was doing, we can't say for sure..."

"And now, my next appointment is here, General, so we will have to continue this later."

He gestured at the mirror and the soldier vanished, still sputtering at the sudden dismissal.

"Good morning, Charlie," Death sounded tired as he turned to greet her, "How are you doing?"

"Healthy enough to be released," Chapel answered, "But Ms Nygus wants me to rest for a few more days before I get back to my regular training schedule. I'm not sure I can take that, I'm getting antsy, and I've gained five pounds."

Reminded Spirit's initial evaluation of the girl, the specter could not help but think that this was a good thing. He wisely kept his opinion to himself.

"You better listen to your doctor," he said instead, "Or she might put you through the normal recovery regimen for a gun shot."

"And how are you, Lord Death?" she quickly changed the subject, with a grimace.

"I would say excellent, if not for the argument you just saw the end of."

"I'm sorry, it is my fault," she offered apologetically, "I let the witch spot me, and then allowed her to escape."

She braced herself, as Death was the only authority figure in her life who had not lectured her about the events in Tulsa.

"It's not like you knew who you were looking for, so it was harder for you to avoid her," he told her, "And you weren't in any position to pursue her at the end. Your only real mistake was not properly securing her after she pretended to surrender."

"And General Thomas would have found another reason to complain," Death continued, shrugging in mock defeat, "I'm not sure why he is so obsessed with trying to get enchanted guns, but I might need to discuss it with his superiors..."

"That is neither here nor there," he announced, "What did you want to talk to me about?"

"You wanted me to talk to Eruka about her future options," the Meister reminded him, "I delayed doing so, partly because you said it was just to get her thinking about it, and I didn't think it was fair if you weren't ready to make the deal."

He nodded.

"But I also didn't want to tell her, because I was afraid of what her answer would be, and what that would mean for me. I don't have many friends to begin with, and I don;t want her to go away."

He tilted his head slightly in understanding, and his mask-like face bore an expression of sadness.

"That's selfish of me," Charlie continued, "and not fair to Eruka. Despite that, my original argument still stands. I don't want to get her hopes up. So, do you trust Eruka enough to let her go, or let her join the Penitents?"

"Given that she volunteered to help when you were injured, without any sort of prompting, so I think I do. And more importantly I think you do," Death answered thoughtfully, "So you can explain the terms to her, not just as a theoretical, but as a legitimate offer."

* * *

><p>Charlie opened the cell door, and in that instant it appeared Eruka was going to pounce on her. But the elder teen forebode, rocking forward on her toes from the effort of stopping herself. The green-haired girl set down a paper bag by the frame, and stood just inside the entryway, waiting for the silver-haired girl's response to her presence.<p>

"Humph," Eruka grunted, adopting a look of smug satisfaction, "I must be better than I thought, if you're up and around already."

"Not to burst your bubble," Chapel countered casually, "But your help only counts for about twenty percent of my recovery."

Eruka stuck her tongue out at the younger woman, who simply smiled.

"Thank you Eruka," Charlie said fondly, "You did help me, even though you didn't have to."

"Who else would help me beat Gus?" the witch blustered for a moment longer, then added softly, "I'm glad you are better, Charlie."

The Meister closed the door behind her, and gestured to the witch's bed. They both sat down, Eruka's lips pursing in consideration of Chapel's somber attitude.

"Eruka, I'm here on behalf of Lord Death, to talk about your future," Charlie told her, "We are willing to release you, but there is a condition, one that is non-negotiable. If you can accept it, you have three options for what to do next."

"What's the condition?" the witch asked suspiciously.

"You will have to destroy your fetishes," the Meister said carefully, her eyes flickering for the spots on either side of Eruka's mouth, the the frog-styled hat perched on her head.

"Right, you want me to cripple myself," Eruka quipped sharply, "great deal."

"Those talismans do help you focus your magic, and increase the power of your spells," Charlie admitted without reacting emotionally to the other woman's anger, "But they also limit you. They are crutches, that prevent you from reaching your full potential. And they prevent you from learning types of magic that the Covens deem trivial or subversive."

Eruka started to scoff, but then she noticed Charlie's hidden fear. Not fear that her lie would be found, but fear that her true words would be rejected out of mistrust or convenience. The sorceress took off the hat, and looked at it intently, as if seeing it for the first time.

"There is more," Chapel continued, her trepidation leaking into her voice, "The hats, they alter your emotions. They make it easier for you to feel anger and hatred, they make it harder for you to trust anyone who doesn't have one too. Mabaa designed them to help perpetuate the witches' grudge against normal Humans."

Eruka frowned dubiously, but set the hat on her bed instead of back on her head.

"Okay, let's just say I believe you, and accepted this deal," the witch asked, "What are these option you said I would have?"

"The first choice would be to enter Witches Protection. It's like Witness Protection you'd see in movies, the DWMA sets you up with a new identity and a new place to live. We help you until you are settled in. And after that we keep an eye on you, to make sure the Covens, rogue Weapons, and... other things don't find you. But we also make sure that you aren't abusing your powers."

"So I get a bigger cell and a few more privileges," Eruka noted sarcastically.

"It's not like you would be forbidden from using magic," Charlie countered apologetically, "They just want to be sure you aren't attracting to much attention to yourself, or casting evil or illegal spells on other people."

"The second option," the younger woman continued quickly, her voice firmer again, "is to just leave. You would be given a small stipend to start out, but after that you would receive no help or protection from the DWMA. But you also would be able to go wherever you want, and do whatever you want. You could even go back to the Covens if you choose. But if you do that, or become a criminal, you would go back to being our enemy. And you would not be listed as a 'good' witch, so you could get attacked by rogue Weapons, or even one of the more ambitious or amoral teams from here. We would still try to prevent that, but it isn't like we would be actively watching for it to occur."

Frog frowned as she considered that.

"The last option is that you could join the Penitents," Charlie said hopefully, "Join the DWMA and become one of our allies."

"And what would I do for you?" the witch sounded suspicious.

"I can't tell you much about the Penitents," Chapel admitted, "not unless you accept. You already know that some of them go undercover in the Covens."

"Like your mom and the Panther," Eruka interjected.

"Yes. But since Mabaa and Medusa know you were captured, I doubt that would be your role. Beyond that, I can't say anything except you would be helping people."

Eruka chuckled mockingly at the last statement. Then her eyes drifted over to the bag.

"So what's in there?"

"Everything you would need, if you agreed to destroy your fetishes," Charlie answered, "Water purified by a true priest and a good witch, fine powdered sea salt, a silver tray, oak matches, and cotton balls."

The witch gave only a slight indication of her surprise at the DWMA's thoroughness and knowledge. Instead she looked intently at Charlie, looking for any hint of deception.

"You know a lot about this stuff," the elder teen said thoughtfully, "but I guess that's not a surprise given your mom."

"If you stay, I might even tell you the story about her I would not earlier," Charlie tried to sound nonchalant, even though she was nervous about the offer and despite that was obviously trying to tempt her friend. Eruka watched her for a little while longer, but then her gaze drifted back to her hat.

"Would you let me cast a minor spell?" she asked, "Or two? To test your claims."

Chapel nodded carefully, but as she did, her eyes turned golden.

Eruka placed her hands on either side of the hat's face, and began to chant softly. Under Charlie's Mystic Sight the individual enchantments woven into the black cloth began to glow more brightly and more sharply. The witch's magic strengthened the spells in the hat, and let her read their specific intent within their deliberately entangled mesh. As she picked apart Mabaa's work, Eruka's lips turned downwards in anger. And sweat began to form on her brow from the effort for fighting the witch queen's sorcery. Charlie reached out to put a supportive hand on Eruka's shoulder, but stopped short.

"I didn't know," the older girl whispered angrily, "I never thought to look. No, it kept me from wanting to look..."

Eruka hopped off the bed, grabbing her hat. Then she darted over to the door and grabbed the bag Charlie had brought. She ran into the bathroom. The Meister watched the witch carefully, but did not interfere.

Eruka dug out the salt, and then took a deliberate breath to steady herself. The spellcaster poured out a pentagram in the bottom of the bathtub. She took out the blessed water and placed one drop inside each point of the star, before sprinkling her hat liberally with the liquid. She checked that the lines and curves were precise, thick enough, and still uninterrupted, and then she slammed her hat down in the middle of the seal. Eruka removed a single wooden match from the box, lit it, and placed it on the brim of her talisman. The young woman took a step back and began chanting.

Instead of slowly burning, the match flared up and smoldered against the mystic cloth. Eruka appeared strained again, and for a moment it looked like the flames would extinguish. Then the white powder barrier began to glow, and the hat ignited. Noxious plumes of yellow-green smoke spilled off the burning fetish, but they did not spread beyond the boundaries of the pentagram. After only a few seconds, the smog grew so thick it appeared to be a solid pillar inside the seal. In contrast Eruka's face relaxed and her incantation slowed. Charlie began counting subconsciously, and when she hit seven, the smoke cleared. Instead of ash, the inside of the pentagram was filled with a purplish sludge. Eruka doused the muck with another handful of the pure water, and then turned on the cold tap.

As the dredges of the talisman began to wash away, Eruka took the shallow silver bowl, and filled it with most of the remaining enchanted water. She whispered another quick spell over the tray, and then ripped into the bag of cotton balls. She dipped one gently with her right pointer and thumb only, being careful not to waste any of the liquid. She stretched out the left corner of her mouth and cheek with her free hand, and then swabbed the black spot between her fingers. As she did, the white fluff began to smoke, and Eruka dropped it into the sink. She took a second cotton ball in her left hand, and repeated the process on right mark. The second scrubber also began to burn, and she went for a third, this time doing her right cheek again. She continued the process, usually alternating between the two spots, but occasionally repeating one side two or three times.

Charlie rubber-necked slightly, looking at the mass of burning cotton in the the sink. The spheres on the bottom were simply aflame, but on the newest ones, Chapel could see that rather than a mess of ink, each bore a single burning rune. However the fire quickly consumed the material, destroying the remains of the mystical marks. The Meister shifted her gaze slowly to the mirror, not wanting to distract Eruka. In the witch's reflection, Charlie could now see patches of pale skin here and there in the 'spots', confirming her theory that each blot was not just a circle, but rather was a large number of runes, written over the top of each other to give the illusion of a single mark.

It took her the better part of an hour, and at one point she had to refill the tray with the last of the water. And by the time she was finished, the sludge which had been her hat was long vanished. But finish she did, and Eruka Frog blushed slightly as she turned to Charlene Chapel, clean-faced.

"So, does this mean I can get out of here?" Eruka asked, and there was a hint of sadness in her voice that worried Charlie.

"I'll call Lord Death," the younger woman said, switching places so she could reach the mirror.

* * *

><p>Despite seemingly lacking eyes, Death fixed Eruka with a critical one as he entered the cell. His attention shifted to Charlie for an instant, and the younger girl nodded. The specter produced a familiar key, and unlocked the bomb vest. The witch removed it, visibly relieved, and handed it carefully to Death. The headmaster tucked the explosive and its key back into his robes.<p>

"So, what is your choice?" the god asked neutrally.

"I'm sorry, Charlie," Eruka answered, looking at Death instead of Chapel, "I know you want me to stay. And you and Gus _are_ my friends. But you are the only ones. I can't bring myself to trust Death, or anyone else here. I would not be comfortable if I stayed. So I choose freedom."

"I understand," the god agreed, sounding genuinely regretful, "If you want to come to my office, we can make arrangements."

* * *

><p>The three teens stood at the bottom of the long staircase in front of the DWMA. Though Charlie and Gus wore their usual uniforms, Eruka was not wearing her iconic polka-dot dress. Instead she wore a short-sleeved cerulean blouse and dark blue skirt. She was carrying a backpack and had a small roller bag. They knew that the bags contained a few changes of attire, basic toiletries, and the game system and accessories Gus had given her, much to Death's dismay. And Charlie could see the Soul Protect covering her.<p>

"Are you sure we can't walk you to the bus station?" Gus asked again.

"No, this is far enough. Any more would just make it harder," the witch said huskily. Then she set down her bag, and hugged them both.

"Thank you," she told them, her eyes misty, "Thanks to you two I am free. Free from Death and Mabaa, and the darkness the Covens piled on me."

She drew away, and saw their expressions, and struggled to keep her own composure.

"Don't look at me like that," she instructed with mock annoyance, "It's not like we'll never see each other again. I've got both of your phone numbers..."

Charlie's hand drifted to the cellular in her pocket, her 'first' Christmas gift from Gus, which he had insisted on giving to her early, after learning Eruka was leaving.

"… so I'll call you once I get settled in, and you can come visit me if you ever have job in the area. Wherever that ends up being."

"Goodbye, Charlie, goodbye Gus," she said, picking up her bag, and turning away.

"'Bye Eruka," Smithson offered sadly, but Chapel said nothing. They watched her walk away, until she disappeared around a curve in the road.

"Should we follow her?" Gus asked with humor he did not feel. She shook her head.

"Are you gonna be okay, Charlie?"

"Yes, Gus. I'll be fine."


	14. Chapter 14

**Lesson 14**

"Good morning, Charlie, Gus," Marie Mjölnir greeted the teens as they entered her office. Franken Stein spun his chair around to face them, nodding deeply but not speaking.

"Good morning," Charlene Chapel answered happily. Mjölnir could not help but smile a little broader, pleased with the change in attitude and demeanor in the girl in the six weeks since her near death experience.

The teen martial artist was sporting a new cyan gi, the old one had become a little too short, and had gained two large holes that could not be easily or cleanly repaired. But most people had not noticed, her new uniform was the same cut and color, and like it predecessor, she had torn off the right sleeve. Stein immediately saw that the surviving three hems were not ragged, nor did the left forearm bear the carefully tended scars of multiple blocked cuts. And Marie recognized that said sleeve no longer had an additional layer of padding underneath.

"Hello, Ms. Mjölnir, Professor Stein," Aegis Smithson offered as well. The blonde woman gestured for them to sit. Both teens complied.

"Death is busy, so we will be briefing you instead," Mjölnir explained apologetically, "Which works out better, because we will be going with you."

"You will?" the younger pair said in unison, sounding excited and confused.

"We have detected a series of spikes of madness," the stitched doctor answered indirectly, "They are inconsistent, but the values are around three hundred thirteen."

"You think its another Kishin Larva," Gus said thoughtfully. As part of their debriefing after the first incident, Death had told them about the unusual readings that prompted him to send Gus and Charlie with Maka and Soul in the first place.

"That is correct," Marie told him, "And Death wants us to get a look at it. He wanted to send one of the two teams that fought the first Larva to back us up..."

"And Maka and Soul weren't available," Charlie interjected with only a hint of bitterness.

"That's not wrong," Stein agreed, turning the screw in his head, "But you two handled those last two D-Ranks with ease, so Death wants to see if you are back up to where you were before your injury. And both Marie and Soul Evans are Death Scythes, so the Larva's soul won't do as much for them."

"Where are we going?" Gus asked.

"New York," Marie answered.

"City?" the younger partners said in unison.

"No," the female teacher shook her head, and both teens looked disappointed, "Watertown. It's in the northern part of the state, a few miles east of Lake Ontario."

"You two have eighty-seven minutes to get ready and meet us at the bus station," Stein informed them.

* * *

><p>The teens stared at their teachers incredulously, as the quartet exited the taxi in front of the Watertown public library.<p>

"This is the lair of the Kishin Larva?" Gus asked, studying the modest building in confusion.

"The biggest readings are centered here," Marie confirmed.

"And we have a suspect," Stein added, "Someone who works here, and whose residence is within the next largest cluster of corruption spikes."

The stitched Meister started forward without any further warning, pushing the door open as if he were storming a criminal hideout, instead of entering a public building full of civilians. His three comrades jumped to keep up, Gus struggling due to the difference in their strides. Stein walked purposefully towards the main desk, ignoring the looks he received from the patrons, and subtly stepping around anyone in his way. He reached his destination, and leaned over the counter, glaring intently at the elderly woman who had been sorting books. Marie tensed, and prepared to jump ahead of her partner or reign him in.

"Good morning," Franken said, smooth and polite as possible. His face relaxed and he smiled kindly, and were it not for his self-modifications, he would have seemed entirely normal.

"Is Angie Monroe here?" he continued in a slightly upbeat tone. Knowing his normal demeanor, Charlie and Gus found the facade disconcerting. But if the septuagenarian librarian noticed, she gave no indication.

"She's reading to the preschool in children's literature," she answered, and then returned to her task. Stein spun on his heels, scanning the interior of the building for the indicated section. He brushed past a slightly built young woman with short lavender hair and cool amber eyes, wearing a blue skirt and white blouse. Finding the more open and brightly lit area, he stomped off. But before he passed the last of the large shelves separating the kid's area from the rest of the library, Mjölnir grabbed his arm and pulled him back with all her might.

"Franken, we can't. Not if there are children," she insisted in a firm whisper.

"I know," he said, sounding slightly perturbed, "I just want to get a look at her to confirm."

The two adults glanced carefully around the bookshelf, but Gus took advantage of his height and youthful appearance and kept going. He found the shelf of advanced reader books, and casually pulled out _The Last Olympian_. As he flipped slowly through the pages, his eyes and soul stealthily examined the woman reading to a group of children between three and seven years of age.

She was pretty, with deep, gentle blue eyes, pleasantly rounded lips, and straight, narrow nose. She appeared to be in her late twenties, but her longish, jet-black hair was highlighted by a streak of pure white over each of her temples. She wore a cream colored sweater that hid her physique, but implied toned muscles in her arms and an above average sized bust. She had a blanket draped across her legs, and only after he noticed the strange bulges on either side of her seat did Smithson recognize the handles attached to the backrest.

He replaced the book, and almost skipped back to his teachers and partner.

"Well done," Stein complimented him earnestly, derailing the younger man's train of thought.

"Thanks," Gus blushed slightly at the acknowledgment from the normally critical teacher. Then he shook his head to drive out the distraction, and protested, "But wait, she's in a wheelchair."

"So?" Stein countered, unconcerned, "You think just because she is a paraplegic, she can't be a killer? That because she can't use her legs, she is innately some kind of saint?"

Gus paused in consideration, and realizing he did not have a proverbial leg to stand on, did not answer.

"She was injured in Iraq five years ago, and lost the use of her legs," Mjölnir provided, "We suspect she might have tried to become a Kishin to regenerate her damaged spine."

"What is the status of her soul?" Charlie asked her partner anxiously, "Is she still human?"

Gus considered that, and then indicated 'no' with his chin.

"She covers to well, but the taint is there," he answered, "She's definitely a Kishin Egg or Larva."

"We'll confront her the next time she leaves," Stein decided, drawing nods from the others.

* * *

><p>"Angela Monroe?" Marie's gentle voice called out to the woman after she exited the library. Their suspect wheeled her chair around to face them, squinting slightly in the noon-day sun.<p>

"That's right," their suspect said carefully, sliding her hands under the blanket that still covered her lap and legs, "Is there something I can do for you?"

"You can assume your Kishin form, so I can observe the transformation," Stein answered in happy anticipation. Angela looked surprised, but none of the DWMA agents missed the surge of madness in her soul. Any doubts they had of Gus's assessment were banished.

"I'm not sure what you are talking about," she protested in apparent fear, "but if you don't leave, I'll call the police."

As she answered, the quilt over her thighs bulged slightly, as if she were flexing her fingers.

"Gus," Charlie called for her partner, stepping in front for their teachers and positioning the shield between them and bullets that tore through the fabric.

Instead of letting the shots ricochet and potentially hit the people inside the library, Charlie triggered Gus's newest technique. Instead of simply protecting her, or reflecting an attack at a slightly altered angle and increased power, Smithson was learning to completely remove the momentum of blows to his surface. The bullets flattened on the shield, and then slid gently off. And despite her quick action and trust in her partner, Chapel could not help but flinch.

Unaware of the lack of damage from the attack, a panicked dim arose from the staff and patrons of the library at the sound of gunfire. The braver or more morbid citizens moved to the windows to look, while the rest began to flood towards the building's other exits.

Angela put her hands on the armrests and pushed her self up out of the wheelchair. As the smoldering blanket fell away, her revealed arms were no longer flesh. Instead, they resembled an artist's rendition of human arms built out of M-16 parts, complete with barrels for each of her eight fingers, and a trigger for each thumb. Her legs were similarly transformed, but instead of guns her lower limbs looked like segmented, vertical tank treads.

The Kishin Larva pointed her right hand at them, and jerked her thumb. A three round burst erupted out of each longer digit, at the same time as Mjölnir shifted into her hammer/tonfa hybrid form. Charlie stopped the bullets again; she wanted to send them back at their enemy but was acutely aware of the people watching behind the fragile glass.

Stein darted around Charlie, and swung the bludgeon at Monroe's head. The monster blocked with left arm, and while her metal limb and enhanced strength were able to stop the Death Scythe, the electric charge caused her limb and shoulder to jerk wildly. Stein tried to exploit the opening, but Angela twisted away and her tracks rolled back, pulling her out of the hammer's range. Chapel circled around behind Angela. The young woman did not want to leave her teachers unguarded, but she expected they could protect themselves now that they could see the Larva's weapons. And the martial artist did not want to give their opponent a chance to take hostages.

As she moved into position, one of the watcher's caught Charlie's eye; a woman with long, sandy hair, a white blouse, and a brown coat watched with manic interest instead of the blend of curiosity and fear that the other observers showed. Before the Meister could react, Angela opened fire again.

Stein dove to the side to avoid the bullets, but Charlie just interposed Gus and edged closer. Once her mentor was out of the way, the student changed from neutralizing the lead rounds to bouncing them back at the monster. They did nothing to Monroe's arms, but one tore off a few strands of her hair, and another opened a small gash on her cheek. The Larva closed her limbs around her chest for a moment, protecting her core.

"Her madness is related to her injury," Stein mused, "She considers her limbs unreliable, and has 'replaced' them. But for now her torso and head are still Human."

He suspected that would change if she was allowed to consume any more Human souls, but did not intend to give her that chance. Even if it might prove informative.

Charlie hopped the rest of the way forward, but instead of punching, she reached out and grabbed the Larva's left wrist. Chapel fell more deeply into her resonance with Smithson, and poured her Soul Frost into Monroe. Ice began to crystallize across the metal, and Angela shuddered. The monster pointed her other barrels at the teen, and after the younger woman interposed her shield, she kicked at Charlie's side, her treads spinning rapidly. Knowing getting hit by that would take her out of the fight, at least, Charlie released Angela's arm and skipped backwards.

With the teen pair on the retreat for the moment, the Larva pointed both of her arms at Stein and Mjölnir. She splayed her fingers wide, so he would not be able to dodge all eight streams of bullets. As her thumbs jerked down, the stitched Meister threw himself to his right. For a moment she thought she had him, until the shells hit the ice sealing her left fingers. Her ring finger backfired fully, destroying the digit, while the cold metal on her pinky and middle fingers cracked from the blocked force. She cried out in pain, but still wheeled back quickly as Stein charged in, swinging his partner at her neck.

Her unthinking dodge put the Kishin Larva back in Charlie's range. Keeping Gus up and ready, Chapel drove her fist into Angela's ribcage, over her heart.

"Soul Frost," the Meister announced to help focus their shared energy. The arctic soul energy spread more quickly through their target's core than it had in her arms. After only a few of her slowed heartbeats, Angela Monroe's torso and head were frozen solid. Her intact arm jerked wildly, spraying bullets at random, but Stein darted in, and used Marie to direct the monster's random attack towards the snow covered lawn, minimizing the chance of a deflected round hitting someone. As the Soul Frost began to spread into the Larva's altered limbs, Charlie broke the connection. She lifted her leg up, and brought her heel down on Angela's shoulder. The former Human's body shattered, and as her metallic limbs fell, they rusted into oblivion. Only her soul remained, and Charlie quickly snagged it in her bag, presenting it to Stein.

"Nicely done," the stitched teacher noted, as the two Weapons resumed their natural forms, "It looks like I don't need to worry about you two resonating anymore. But you hesitated for a moment, when you were cutting off her path to the library. What happened?"

"Nothing," Charlie glanced back at the windows, but did not see the woman who had distracted her, "Probably just a little PTSD..."

Stein glared at her dubiously, while Mjölnir and Smithson looked at her in concern.

"I thought I saw that Weasel witch, watching us from the library, okay?" she admitted uncomfortably, "But it was probably just someone who looked a little like her, and with between the fight and the bullets, my brain was playing tricks on me. After all, there's no way she was here, right?"

"It's not impossible," he answered, turning the screw in his head again, "It's been forty-four days since your last encounter, more than enough time for her to get almost anywhere in the world. But it is extremely unlikely that she fled here."

Charlie tensed and then relaxed during his dissertation.

"We should head back," Marie changed the subject, "After all, the sooner we can start examining this Kishin Larva Soul, the sooner we can give it to Gus."

* * *

><p>"… and the transformative powers of the Kishin Larva are far greater than those of a Kishin Egg," Stein reported to Death, Spirit, and Mjölnir, "though still not on par with a true Kishin. In addition, their powers are more internalized than a true Kishin."<p>

"And the soul?" Death squeaked, "Have you been able to determine why it became this instead of becoming a full Kishin?"

"I'm not one hundred percent certain," the scientist qualified, manually tightening his brain, "But based on something Charlene Chapel said, I did a deeper probing. And there is a magical residue in the soul. I considered taking the first Larva soul back from Aegis Smithson for a comparison, but given how weak the traces are on this Larva soul, I doubt there would be anything to find."

"What did Charlie say to make you check for spells?" Spirit asked thoughtfully.

"She thought she saw Tabitha Weasel inside the library, watching the fight," Marie answered.

"She dismissed it as a traumatic hallucination," Franken added, "And at the time I agreed that it was more likely she was seeing things than that that particular witch was there..."

"And now?" Death prompted.

"Do you remember the notes we recovered from Tabitha's lab? She was altering Soul Protect to better focus and stabilize certain elements of the soul wavelength."

"You and Diana both agreed that she was trying to strengthen the spell against our new countermeasures," Death recalled, starting to catch on.

"And I still am not ruling that out completely. But what if she found another way to use Soul Protect, to both augment Kishin Eggs and prevent them from becoming full Kishin."

All four of them considered that silently for the moment.

"We should send the sketches to the Minneapolis PD and see if Tabitha has ever been spotted around there," Spirit suggested.

"I think we need to find out why she is doing this," Mjölnir mused, "and if she is working alone."

* * *

><p>Charlene Chapel felt a tingling in her spine. She was being watched. The teen shifted the two green cloth bags she was carrying, so she could more quickly drop them or throw them. Though tempted to turn and look, she did not. She did increase her pace and try to find a place with more people. But fate did not help her, and the late evening crowds thinned.<p>

She was getting closer to the dorm, and silently cursed the distance to the warehouse store. She considered breaking into a run as the last of the civilians drifted into their destinations.

She felt rather than heard or saw the attack. She spun to the left and swung the bag in that hand upwards. The milk jug exploded, spraying her slightly. Then canned vegetables behind it were also smashed, but they had hardness and mass to shatter the clay rodent.

Charlie released her surviving grocery bag, and dropped into a fighting stance, her left hand drifting to the pocket that held her cellular. At the same time her attacker jumped off the roof, her jacket and hat flapping as she drifted down to the street, her next spell already half-formed.

"You," Charlie growled the word at Tabitha Weasel like an insult.


	15. Chapter 15

**Lesson 15**

"Me," Tabitha agreed, launching another stone weasel at the younger woman. Charlie drew back her right hand, and extended her left palm. The witch grinned smugly, as the girl caught the enchanted rock. But instead of trying to stop it, Charlie pulled back her hand at the same speed, maintaining only casual contact with the spell. She poured her Soul Frost into the golem, which quickly turned white. Then her prepped fist lashed out, shattering the frozen granite and the magic that supported it. But her efforts cost her, the broken stone cut into her knuckles and wrist.

"I didn't think you were this stupid or crazy," Chapel announced, "Coming to Death Vegas, and attacking me in the middle of the street?"

"My genius intellect told me I should just let it go," Tabitha shrugged, but then smirked manically at the teen, "But I'm also self-aware enough to admit that I'm a _vindictive bitch_. And not only have you interfered with my plans twice now, you didn't have _common courtesy_ to die when I shot you. So I'm here to teach you a lesson in manners."

Then she forced herself to calm, and added, "As for my choice of venue, it is late enough that there aren't many people around. And in this town, a minor scuffle won't attract immediate attention."

"And Death is..." Tabitha began the sentence smugly, but reigned herself in again, and concluded more evenly, "more concerned about Maaba, Medusa, and Asura. He doesn't keep a close watch on what happens right under his nose. So to speak. There are multiple witches living in this city, and your master is none the wiser."

"So I calculate I should have more than enough time to reduce you to a fine paste, before anyone intervenes," Tabitha concluded, motes of brown light sparkling over her hands, "especially without your little partner to protect you."

Charlie tried to reach for her phone again, but this time, instead of an improvised rodent golem, Tabitha unleashed a stroke of muddy lightning. Chapel tucked and rolled, avoiding the attack. As she tumbled, she watched the spell burn through her surviving groceries. The Meister tried to duck into an alley, but the witch countered with a gesture. A smooth wall of stone, too tall for her to clear, suddenly blocked the side street. Instead Charlie put her foot on the new barrier, and launched herself back into the middle of the road. The move dodged the scouring sands spell Tabitha sent when she thought she had the younger woman trapped. The heated particles carved many narrow furrows in both Tabitha's wall and the outside of the buildings it bridged. As she vaulted, Chapel was finally able to free her cellular from her pocket.

"Call Aegis," she said quickly, jamming the button on the side that triggered the voice dialing. Her enemy scowled, and began to gather her mana again.

"Hi, Char..." Gus's voice emerged from the device, but she quickly cut him off.

"Gus, I'm being attacked by..."

"Hexus!" Tabitha snarled loudly, cutting Charlie off. The phone made a sad popping sound, and the screen went black. Then Chapel was forced to drop it to free her hands when she froze and shattered another moving rodent statue.

"Now why would you want to ruin our alone time?" Tabitha simpered, her false flirtatious tone not quite concealing her rage. She swung her arms forward and the concrete shook under Charlie's feet. The younger woman took a broader stance to keep from falling, and then tapped the street to freeze the spell. But the enchantment was broader than she expected, and the effort left her tired.

'I have to get closer,' Chapel thought, 'She has the advantage at range, but judging by the way she moves, she's no match for me in hand-to-hand combat.'

"That power of yours is quite annoying," Tabitha informed her, her fingers writhing as she formed her next spell, "If that traitorous Owl wasn't already dead, I'd kill her for giving birth to it."

"You can't just blame my mom," Charlie countered evenly, refusing to be baited, "It's partly my dad's power, too."

She cast about for something she could use, and saw a single can of tuna that had escaped the witch's assaults. The Meister dove and grabbed the flat cylinder. As she rolled to her feet, Charlie threw it at Tabitha like a shuriken. Weasel watched in incredulity as is passed through the invisible cloud of energy in her hands, disrupting the spell. And then it hit her in the midsection, forcing her to exhale painfully. Clutching her stomach with her right arm, she glared at the teen.

"That hurt," the sorceress growled. Her anger quickly changed to panic, as Charlie darted in while she was recovering. Rather than start another spell, her free left hand dove into her jacket pocket, and came out holding the all too familiar .45 caliber revolver. She fired quickly, but Chapel was already dodging. The Meister continued to closer, while the next shot also missed.

"How can you dodge bullets?" Weasel demanded.

"I don't," the girl countered as the third bullet failed to connect, "I just make sure I am not where you are aiming that thing."

Charlie thought the pistol sounded quieter this time, and wondered briefly in the other woman had mystically silenced the weapon in response to Gus's taunts. She set the musings aside as she came within range of the adult. She hopped up, bringing the outside of her left foot into the witch's matching wrist, knocking the gun out of Tabitha's hand.

As Charlie landed, her right fist shot out at Tabitha's jaw, her Soul Frost gathered. But Weasel released the incomplete spell that had been building in her right hand even as she had been firing. Instead of a sharp stone that would have cut the younger woman in half, a dull whip of dirt blasted the teen back.

As much as she wanted to indulge in lying on the street, hugging her probably cracked ribs, Charlie rolled back to her feet. She hoped she had recovered before Tabitha could complete another spell. But the witch was looking around for her weapon, and scowled when she noticed her victim was mobile.

"Fine, enough playing," Tabitha snarled. Four weasels of concrete and sand, each the size of a light SUV, tore out of the road, surrounding the younger woman.

"Crush her."

They hissed loudly, and shook the ground as they stepped, and lights in the nearby buildings flicked on, as the inhabitants rose to investigate.

Rather than wait for them to attack, Charlie turned and charged the golem on her left. She hopped onto its back, digging her fingers into the looser silicate. She tried to find the spell animating the construct, but the core of magic was deep within the material, with only thin tendrils reaching the surface. She latched onto those strings of power and sent her Soul Frost into the rodent.

The golem bucked, trying to throw the girl off. When that didn't work, it hunkered down, to allow its comrades to tear her off with their fangs. Charlie waited until the last possible second, and then released her grip and slid backwards down the sinewy rodent. The bites cut deep into her mount, the freezing power having weakened its structure.

Charlie dove forward and plunged her hands into the newly carved holes. She redoubled her efforts, throwing efficiency to the wind and burning through her soul reserves. Between being closer to the spell and her wasted power, she succeeding in freezing the mana, and the golem began to break apart. She jumped, so as not to get caught in the rubble or be trapped by the remaining three moving statues. They appeared to have anticipated her action. While she was not in immediate danger, the weasels still had Charlie surrounded. They began moving in, circling more like a wolf pack than a trio of rodents.

"CHARLIE!" a deep voice washed over them. The Meister could not help but look as her partner hobbled quickly past Tabitha, panting slightly. She was spared as the witch also paused to look at him, and her constructs slowed, seemingly confused. Her girl decided they were less independent than she initially assumed.

"I'll... be there... in a second... Charlie..."

"Unlikely," Tabitha snarled, hiding her sudden worry. She formed a sphere of tan flames in her hands, and threw them at the Weapon. Gus turned to look, and smirked. He glanced back at Charlie, and started mumbling.

"thirty-two feet, fourteen degree upward angle, means... NOW"

He threw himself at the fireball, shocking both women. He twisted his body slightly, and then transformed. The spell hit the Shield, and and sent him arcing through the air, right into Charlie's waiting arms. She slid her partner into place, and faced their opponent with a look of renewed confidence. Smithson's unique wavelength reduced the pain of her injuries as their souls touched.

"How are you here?" the enchantress demanded, gesturing for her creations to attack again.

"Charlie's phone has a hardened GPS for emergencies. You might have destroyed the calling and internet functionality, but I could still track it."

The first of the remaining weasels hit, and Charlie blocked with Aegis. They reflected the force of the blow back into the cement claw, causing it to crumble. The Meister stepped in to meet the second rodent, slipping by its jaws and punching it in the neck. Her Soul Resonance amplified power froze it solid in a less than a second, and she ducked as the now uncontrolled statue slammed into the golem they had just damaged. The iced over golem exploded, and the three-legged one suffered a few more cracks, but kept coming.

"Fine," Tabitha repeated darkly, and both of the surviving golems crumbled as she pulled back her magical energy. Instead she pulled out a rune-etched derringer, and fired. The lead ball that emerged from the gun grew without slowing as it traveled. In the quarter second before it hit Gus's surface it expanded to the size of Charlie's head. The girl was not moved, and following her partner's directions, was able to deflect the missile back at the witch. Weasel shifted the small gun slightly, unconcerned, and when the bullet hit the muzzle, it vanished.

"All you did was save me having to retrieve it," she taunted. Chapel ignored her and darted forward, Gus at the ready. Their opponent gestured with both hands, and the ground shook as a pillar of stone rose up, Tabitha standing atop it. Sirens began to sound in the distance, and the beam of light from one of the giant candles on the Academy building began to drift towards them.

"She's not trying to hide anymore," Charlie noted.

"So if we can just hold out a little longer, reinforcements will be here," Gus said, "If we don't take her out first."

"Funny," Tabitha smirked, "But I don't think so. Whip, Whisk, Weasel."

The whole city shook as a hundred-foot tall barricade erupted from the ground. The circular wall trapping them was about twenty feet wide, and the broken remains of houses and businesses could be seen littering the top.

"Charlie, how much magic does she have left," Aegis asked quietly.

"Less than half what she started with, but still too much."

"Both dorms are outside the wall," he considered, "So only fliers or anyone who lives in this part of town could help us."

"Maka and Soul qualify on both counts, but they are out on a mission," Charlie told him, "And Kim and Jacqueline are out of town, too. I can't think of any other fliers, or anyone who lives around here."

"Tank lives around here, but Melissa is in the girl's dorm. And Tank can sleep through a heavy metal concert," Gus's projection grinned slightly at the memory of a junior high trip, "So he probably won't be helping unless we find him. Hey, Lord Death can fly, right?"

"Tabitha said earlier Lord Death's attention was elsewhere," Charlie remembered, "and the way she said it makes me think she knows about something else that is going on right now."

"Then I guess we'll have to take her down," he said.

"And how do you intend to do that?" the witch taunted, flipping over her right hand as she stowed her smaller gun. Fist sized rocks ripped out of the closest part of the wall, and shot at Charlie. She slid closer to the pillar, placing her back against it while she blocked with the Shield. Tabitha laughed, and began to turn her pedestal against the girl, when her perch began to shake.

Though she was blocking with Gus, Charlie had her other hand against the pillar, freezing the spell. Without the magic, and with the slipperiness of the ice, the disconnected sand, cement, and stones began to collapse. Charlie dove away, and came up facing Tabitha, who floated down to land on the much shorter pile of rubble.

"You two are probably right," the witch said, lifting her hands over her head, "Even your idiot leader will notice this. So much as I wanted to save some power, I shouldn't drag things out any longer. Whip, Whisk, Weasel."

Tabitha's palms descended, and a wave of tan lightning, almost double Charlie's height and as wide as the street, washed towards the teens. The girl prepared to jump, but realized even if she could clear it vertically, she wouldn't have the horizontal range to make it past the wave. She crouched instead, holding Gus in front of her. Through their Resonance, Smithson could feel her uncertainty. And he shared it. He doubted the electrical spell would hurt him, and they could negate the part that hit. But he expected the water-like sparks might flow around him and hit his partner anyway.

"Freeze me, Charlie," he ordered quickly as the attack rolled towards them.

"What?" she demanded.

"Put your Soul Frost into me. Freeze my surface, so the spell will slide off."

With no time to debate or think, she complied, sending her Soul into his physical form. A layer of ice covered the Shield, and he groaned in pain. Before she could ask his condition, the spell hit, and Charlie couldn't focus of anything other than keeping Aegis up, making her profile as small as possible, and making his surface slippery to the witch's attack.

As he expected, the Soul Frost increased his size slightly, and its effect on the spell caused a greater divide in the wave than he would have alone. The gaping wound in the invocation was large enough that Charlie's hair was not even effected by the static. It took a few seconds for the magic to pass them, and Gus was shivering on the inside. But as soon it was gone, Chapel broke off the Soul Insertion. The ice on his surface melted almost instantly, but Gus still could feel a sharp trembling in his currently non-existent limbs.

Charlie sent a silent thanks to her partner as she stood and started towards Tabitha again. But the witch shook her head with a triumphant smirk.

"CHARLIE! Behind you!" Gus shouted, and Charlie thought she also heard a feminine voice call out her name. She half-turned to look, not wanting to take her attention off their opponent. She crouched and swung Aegis behind her as quickly as she could, as the returning wave of lightning crashed into her. Despite her efforts, the edge of the spell surged across her shoulders. The back of her gi was scorched away, and then skin and brassiere underneath. Chapel was able to avoid having her limbs jerk

to full extension because of her time training with Stein and Mjölnir. Then the attack passed, and the girl barely kept herself from collapsing.

"Charlie?" Gus called out to her in fear.

"I'm not down yet," she reassured her partner, but both knew that was mostly a lie. Her upper back was a scorched mess, blood seeping through her blackened skin and muscle. And she could barely move due to the nerve damage from the current that had flowed through her. Only her strong will, and Gus's Endurance wavelength kept the young woman on her feet.

Tabitha sauntered down the rubble chuckling viciously. She slowly drew a new golem out of the stone, making it mare detailed than was necessary. Weasel made it obvious she was aware that the Meister would only hurt herself if she tried to dodge. But as the statue jumped, a small black sphere struck it and exploded. The remains of the weasel flew back and nearly hit its creator. Tabitha raised her head and looked at the newcomer.

"You?" the sorceress's eyes widened in recognition and genuine surprise.


	16. Chapter 16

**Lesson 16**

She felt the build up of energy, and willed herself to ignore it. It was not the first time, it would not be the last time, and it did not concern her. Even if this power was different from the ones she had grown used to sensing, and yet was still familiar.

She shook her head to banish the thoughts. She took out the key to her small apartment, and then nearly dropped it in surprise as another, stronger pulse hit her awareness. Her next door neighbor Alice, returning home with her daughter Elanor, looked at the young woman with a touch of concern.

"Are you alright, dear?" she asked kindly.

"Yeah," she answered, faking a yawn, "Just a long day at work."

Alice nodded knowingly. The little girl holding her hand smiled and waved, and they each entered their respective homes. After she secured the door and set her bag down, she slumped into a chair. No longer able to ignore what she was feeling, she let her senses flow out.

"That's way too much," she mumbled to herself, "And it is really close."

She forced herself back up, walked over to her refrigerator, and took out the jug of orange juice. She poured herself a tall glass, and sipped it gently. She tried to banish the growing headache of annoyance and anxiety.

"It doesn't concern me. They can handle it."

As she almost managed to convince herself of her non-involvement, when the entire apartment began to shake. Then she felt the familiar sensation of her stomach sinking as her altitude increased. The quaking intensified, and she leaned backwards instinctively as the floor under her began to slant. When the rumbling reached its peak, the outer wall of apartment collapsed, tearing out the divider between her kitchen and Alice's. She saw mother and daughter clinging to the doorknob, the incline of their broken floor worse than hers.

She looked out the hole that had once been her all purpose room, and saw that their building and the ones on either side had been lifted dozens of feet into the air. Looking at the ruined structures around her, she could only think about how many people must have died, and that they were lucky their home was small enough and sturdy enough it had not collapsed too. As if the universe was taunting her relief, the apartment creaked from the unbalanced support, and their rooms leaned towards the abyss. With a squeal of terror, Elanor slipped out of her mother's grasp.

The young woman did not even stop to think. She grabbed the broom clipped to the wall, and dove after the girl. The first spell the Covens taught any witch rose in her mind and slipped out of her lips. She pushed her magic into the broom, accelerating until she reached Elanor and matched her speed. She let go of the broom with one hand and gently pulled the girl to her chest. With the child safely in the spell's inertia canceling nimbus, she slowed as fast as she could, so they would not hit the ground. Then she turned and rocketed back up. Her eyes swept across the damaged front of the building, but the only person she could see was Alice. She flew over the the adult woman. She sent more of her magic into her legs and the broom, and let go with her right hand, her left still securing the child. She reached for Alice, who regarded her with a mixture of suspicion, anger, and fear.

"Give me your hand," she pleaded. Alice's eyes narrowed, and for a moment, the young woman thought she would refuse. Then her gaze drifted to her daughter, and she nodded curtly. She grabbed the witch's wrist and let herself be pulled onto the broom. She wrapped her hands around the flier's waist, not accidentally holding onto her daughter at the same time.

The witch flew the outside the giant ring of stone that had unexpectedly erupted in the middle of the city. She landed at a little coffee shop she knew DWMA students frequented, both to work and to hang out. She dropped off the two normals, and shot back into the sky, leaving both her former neighbors and her quiet life behind.

"Thanks, Kara," Elanor called after her, and the witch could not help but smile briefly at the mispronunciation of her name.

She flew back into the barricade, and landed one street away from the source of the magic that was assaulting her senses. Though she approached on foot, her magic kept the broom stuck to her back like it was in an invisible shoulder scabbard, ready to be used at a moment's notice. She saw her friends block a stupidly massive wave of lightning. She put up a minor barrier to keep the energy from entering the alley she occupied. Then the Meister took a few steps towards the other witch. The young woman's eyes widened in alarm when she realized the younger teen was not aware that the spell was reversing direction.

"Charlie!" she shouted in warning, but her voice was drowned out by both the thunder and Aegis's yell. The martial artist was able to shift the shield enough that she was not instantly killed, but she was badly wounded. Meanwhile, Tabitha reabsorbed the lightning, converting most of the energy back into raw mana. She summoned another of her signature stone weasels, and sicked it on Charlie.

The young woman quickly formed a ball of black energy, which sprouted a tail and two bulbous eyes. She threw the tadpole, which started swimming faster through the air, until it collided with the golem. The amphibious bomb spell exploded, cracking the stone deeply enough to disrupt Weasel's spell. The remains of the enchanted statue flew back and nearly hit their creator. Tabitha raised her head to look at the newcomer.

"You?" the rodent witch's eyes widened in recognition and genuine surprise.

"Eruka?" Smithson's confused voice echoed out of his metallic form.

"Gus, Charlie," Eruka Frog acknowledged the other teens kindly, and then added more harshly, "Tabitha."

"I guess I shouldn't be too shocked to see you here, cousin," Weasel chuckled darkly, "I had heard you were captured by the DWMA. What is this, community service?"

"Actually, I was pardoned about a month ago. But someone just destroyed my apartment, so I decided to see what was going on."

Tabitha studied her, and then laughed smugly.

"You gave up your fetishes! You let them cripple you in exchange for your freedom..."

"You don't know the truth," Eruka reached for her broom as she interrupted the older witch, and made a cutting gesture with her other hand, "Those things are poison. They..."

"Make us angry, make us hate non-witches, make us implicitly trust Maaba and her flunkies, blah, blah, blah," Weasel rattled off blandly, "I know all that. That's why I got rid of the originals and made myself versions without the old crone's mind control. Not that the half-blind bat noticed. I even added a few other enhancements while I was at it. "

Eruka's eyes locked onto the rodent-like hat on her cousin's head. She studied the older woman thoughtfully, considering the amount of magic Tabitha had been throwing around. Her fingers started twitching, as if in anticipation. Or resisting a temptation.

"I could do the same for you," Weasel offered tantalizingly, "Make you a new hat, turn that toy you are carrying into a real talisman... Come with me Eruka. Help me with my work. I can teach you secrets the Covens fear, and make you stronger than you could ever imagine."

"And all I have to do is help you kill Charlie and Gus?" the silver-haired teen prompted dubiously. The Meister shuddered, her attention darting between the two spellcasters.

"Well, the girl at least," Tabitha agreed, "I'm not sure if we can do anything to the Shield while he is like that. But since you appear to have a certain fondness for them, I could let you keep the Weapon."

Eruka's eyes moved to the partners, her dark-green orbs searching.

"The Meister is not long for this world anyway," Tabitha prompted in a reasonable tone, "Really, you'd be saving her a great deal of pain."

The younger witch nodded reflexively, and raised her hand. A new tadpole bomb began to form over her palm, this one larger than the last. Its eyes focused on Charlie, even as Eruka's orb grew dull.

"Put her out of her misery," Tabitha urged, the glamor practically dripping from the corners of her mouth, "then you can have the boy, and power too."

Neither of the students spoke, they just watched their friend.

"Do it," the older witch insisted harshly. Eruka gestured like she was throwing a ball, and the spell flew at Charlie. But well before it hit her, it veered away and shot towards Tabitha instead. Weasel crossed her arms suddenly, and two of her familiar constructs tackled the bomb from either side. She scowled down at the silver-haired girl, who shrugged with a smirk.

"Your charms were never that good to begin with," Frog taunted, her gaze sharpening like her tongue, "And if you thought you could convince me with a speech like that, you've forgotten what kind of movies I like."

"'Strike him down, and take his place at my side'?" Gus paraphrased. Eruka nodded.

"I thought it was more like 'I would take it up with the best of intentions, but I would become a Dark Lady, loved and feared by all'," Charlie rasped, drawing looks of surprise from both of her friends.

"What, you think I wasn't paying attention?" the Meister sounded annoyed through her pain.

"Do not ignore me!" Tabitha growled, and they all turned to look at her, nonplussed.

"You are a fool, Eruka. I will kill you alongside your new friends. You were never a match for me with your fetishes. Without them..."

"You're not as smart as you think you are, cousin," Eruka interrupted her, "I never intended to fight you alone. I have just been stalling for time."

Tabitha looked around, recalling her discussion with Charlie at the start of their altercation. No matter what she thought of Death's attentiveness, there was no way he could miss the raised stone ring in the middle of his city.

"Your backup isn't here yet," the aggressor claimed with a hint of worry, "I can still..."

"Are you sure about that?"

This time Charlie was the one to cut her off, and the youngest woman's voice was free of pain. She causally straightened, the burned flesh flaking off her back, revealing a layer of healthy, if still somewhat pink, skin. Skin that had a faint sheen, like it was coated with a thin layer of gel.

"How?" Tabitha demanded, then demanded of Eruka, "You?"

* * *

><p><em>In Gus's soulscape, Charlie's body was a rigid as in the real world, the game controller that represented their Resonance nearly slipping from her fingers. Until she shuddered as something cold and soothing crept up her legs and settled over her burnt back. Then a new message flashed on the giant monitor before them.<em>

_[SILVER WITCH CASTS FROG OIL]_

_[BLUE FIGHTER'S PARALYSIS CURED]_

_[BLUE FIGHTER GAINS REGEN3]_

_Though the pain eased from the girl's spiritual projection, she kept up the act in the real world. Then she looked at the RPG style announcements on the screen._

_"Gus, you are such a geek," she said fondly, her grip tightening._

* * *

><p>"You think I would just watch., while my best friend was doubled over in pain?" Eruka said smugly, though her tough facade quickly crumbled when she realized what she had just admitted. Charlie just smiled broadly, but her attention remained on Tabitha.<p>

"It doesn't matter," the elder witch growled at Chapel, "I can still kill you."

"Can you?" Gus prompted, "Between what Charlie and I have learned of your fighting style…"

"… everything I already know about you..." Eruka continued.

"… and the amount of power you have wasted..." Charlie added.

"… do you really think you can fight all three of us and win?" Smithson concluded, "At least before anyone else arrives to investigate?"

"Did you three rehearse that?" the rodent themed sorceress scowled, but she also took a half step back. The two girls moved an equal measure closer, but also closed ranks so Charlie could guard Eruka while the older teen worked her magic. A thin mist formed around Chapel's cold right hand, while a pair of tadpoles appeared over Frog's palms.

"Next time you leave this town..." Tabitha snarled at the martial artist. Then she turned and launched into the sky, her coat fluttering behind her.

Charlie let out a sigh of relief, and slumped. Gus instantly switched back to Human form, and did his best to help her stand. Which was not much, considering the differencing in their sizes and Gus's still below average strength. Eruka hurried over, and placed her hands on Charlie's back, reapplying the mystic salve.

"Drop your sword," Eruka and Gus quoted in unison.

"I'm not quite that bad," the younger girl reassured them, "But I'm still glad that we didn't have to keep fighting."

"I'm glad that you're 'not that bad'," a familiar, squeaky voice echoed her words from above them, "But would you please tell me what is going on here?"

All three teens blanched as Death landed opposite them.


	17. Chapter 17

**Lesson 17**

"Well, I guess that confirms Stein's suspicion," Death muttered after the three teens finished explaining what had happened. They all looked at him closely, but the Headmaster did not elaborate on which of Stein's many suspicions he was talking about.

"So, then, the question is what to do with the three of you, especially you, Miss Frog," Death said more attentively. Both of the students looked at the witch supportively, Gus placing his hand on her shoulder, and Charlie appearing ready to jump in front of her.

"You might as well throw me back in that cell," the silver-haired teen said defeatedly, "My apartment is gone, and most of my stuff was destroyed along with it. And once my neighbor tells everyone I'm a witch, I'll probably lose my job."

"Eruka didn't do anything wrong," Gus interjected, "Or Charlie either. I was the only one with a working phone, I should have called for help."

"You misunderstand, Eruka," the specter ignored the Weapon's outburst, "You are not in any trouble. You saved four lives tonight, and put yourself at great risk in the process. It makes me wonder why you stayed in Death Vegas, even though you were so determined to get away from here."

"I saw the sign asking for a dishwasher, and figured I would make a little more money before leaving," the young woman said defensively, "And cooking isn't that different from brewing potions, so I sorta fell into the sous chef position. I figured why waste money on a bus ticket, when I had a decent paying job, and could run back here if I ran into any trouble."

"Instead trouble found you, and you ran towards it," Death noted smugly.

"Like I told Tabitha, I just wanted to get a few digs in on whoever ruined my new life."

Death simply stared at her expectantly.

"What, are you thinking I could have just let Ellie and Alice fall? She's a good kid, and after I saved her I wasn't about to leave her an orphan."

None of them objected, or even said anything.

"What do you want from me?" Eruka demanded, desperate and confused. Gus squeezed her shoulder kindly, resisting the urge to help her.

"The same thing we always wanted," Charlie said softly, "Stay here, with us. With the DWMA, I mean. Help people, and show the world that not all witches are like the Covens."

The older girl looked torn and afraid. She glanced from Gus, to Death, to Charlie, and then back to Gus. Death looked more inscrutable than usual, but both Charlie and Gus looked hopefully at the older girl. Eruka smiled slightly, but quickly turned it into a smirk.

"I guess I don't have much of a choice, ribbit," the witch shrugged in mock surrender, "I don't have any place else to go, so I might as well take advantage of you, at least until something better comes along."

"Excellent," Death sounded quite pleased. And Chapel threw her arms around Frog, hugging her lightly. Eruka blushed, but she addressed Death seriously.

"So how do we do this, boss?"

"Just Death will be fine," the specter said, nonplussed, "And for starters we will have to find you a spot in the dorms. Fortunately, I think I recall a girl who currently has a double room all to herself."

Charlie looked mildly chagrined, but smiled nevertheless.

"You'll have to work with the teachers to figure out if you are a sophomore or junior," the headmaster continued.

"What, I have to go to high school?" Eruka protested, however she did not seem as surprised or upset as Gus would have expected.

"And then there is the matter of your magic training," he pretended she had not interrupted him, "Like your academics, your tutor will need to determine where your strengths lie, and where your training has been impaired. Then she will help you get up to speed. And when you are ready, you will be deployed in the field with Charlie and Gus."

The partners looked pleased, but the witch looked apprehensive.

"You want me to go out and fight monsters and Kishin Eggs?" Eruka said nervously, instinctively grabbing for the brim a the hat that she no longer wore, "I mean, no offense to Charlie and Gus, but maybe I'd be a better fit in the infirmary."

"I understand that you are afraid, but I think you will be a good fit with Charlie and Gus," Death said, "and hopefully once your training is done, you won't be quite so frightened."

"And there is another reason I want the three of you together in the field," the specter's voice grew more serious, "We now believe that Tabitha Weasel is manufacturing the Kishin Larvae that Charlie and Gus have fought. What is not clear is whether she is working alone or has allies. Having a Penitent work with them would help, both in tracking down the Larvae, and in determining what was done to them. On top of all that, you Eruka are familiar with Tabitha and have a reason to want to put a stop to whatever she is planning."

"Try three reasons, ribbit," the silver-haired witch was no longer trembling.

"Good," Death nodded, "Then while you undergo your new magic instruction, Charlie and Gus can work on getting their last thirty-six Kishin Eggs."

"But what's a Kishin Larva?" Eruka added after a moment.

* * *

><p>"Hello, Eruka," Diana Panther greeted the younger witch after Death guided her to the hidden room behind the DWMA's expansive library, "Tis good to see you again."<p>

"Yeah, I guess," the Frog witch croaked unconvincingly, "So you're going to teach me everything the Covens didn't?"

"Pe'haps not ev'rything," Diana qualified with a gentle smile, "Since I do not know ev'rything. But I will show you how to betta control your powa without your hat."

"So when do we start?" Eruka, unable to her anxiety to learn behind her annoyed facade.

"Now," Panther said, and the younger woman's eyes widened in surprise.

"Now?" Eruka blurted out, "But it's almost midnight, and I'm not exactly well rested after everything that happened tonight."

"Which is why we a' sta'ting now," Diana nodded, "We have a city to put right. We can use whateva scraps of powa you have left, and show you what it is like to work in a real circle."

Despite her earlier protest, Eruka nodded enthusiastically.

Thirteen witches gathered around Tabitha's broken pillar. Except for Eruka Frog and Diana Panther, they all wore masks that mimicked Death's face. The newcomer looked around, obviously trying to figure out if she knew any of the Penitents. They were all different shapes and sizes, one appearing to be a child of no more than seven, two possibly her own age, and the rest probably adults.

"I apologize if we are not as trusting as Lord Death," the librarian told her, "But until you have completed the training, most of your sistas here will not show their faces to you."

"I guess that's fair, ribbit." Despite her words, the silver-haired sorceress sounded disappointed.

"We should begin," the tallest of the masked witches stated, her voice made airy and unrecognizable by the enchanted veil. They formed a ring around the focal point of Weasel's spell, and each raised her hands, palms not quite touching those of the enchantress next to her.

"Even though Tabitha Weasel was able to inflict this damage alone," the apparent leader explained, "We must not only lower the ring, but avoid doing any more damage to the city, and fix the buildings as much as we can. That is why we have a full circle."

Eruka cut off her sarcastic retort when she saw the child witch nodding. She realized she was not the only one there to learn.

The sorceresses focused their energy, and a warm feeling filled Eruka. In the past, circles she had participated in had been the leader bending the others to her will and tearing their mana out, while the followers tried to exert whatever influence they could over the casting. Instead, the focal witch was gently guiding their power, and the others were sharing willingly. Despite her exhaustion, Eruka did her best to contribute, forcing down her ego and giving what power she had, without trying to taint the spell to her own advantage. At the same time, she carefully watched how they shaped the power. The leader of the circle followed the residual paths of Tabitha's power and delicately reversed their flow. Some of the other witches in the circle took the residual power and transformed it into restoration spells targeted at the more intact building on and around the rocky torus. Slowly the ring began to lower back to level, their subtle power preventing even the slightest tremor from disturbing the structures on and around Weasel's barricade.

After twenty minutes, the city was uninterrupted once more, the streets repaired like the attack had never happened. The witches used what was left of their power to set right what homes and stores they could. But many were damaged beyond their ability to repair.

"If only those killed could be restored so easily," a plus size witch said sadly as they broke the circle.

"How many?" Eruka asked softly.

"A dozen, so fa'," Diana answered with equal gravity, "But that numba will go up now that crews can get into the collapsed buildings."

"It's a small comfort that it happened here," another masked woman added, "In any other city that number would have been in the hundreds. But Death Vegas is built to weather Kishin attacks..."

"We should get you home," Panther told her new apprentice, "You've had a long day."

"I'll take her," a witch of about the same height as Eruka said, and then she took off her mask. Eruka was not overly surprised to see the bubblegum hair and mint eyes of the tanuki witch, Kim Diehl.

"She'll be in the dorms with Chapel, right?" the junior prompted, and Diana nodded in agreement.

"Then we're heading the same place anyway," the other teen confirmed, "And I can make sure no-one else gives her any trouble."

"Then I will see you tomorra morning, Eruka," Diana agreed. The other witches drifted away, leaving Eruka to follow Kim in a mildly uncomfortable silence. It did not take them long to reach the girl's dormitory, and Diehl led Frog quickly through the hallways to a smaller room on the second floor. Kim knocked softly on the door, which opened almost instantly to reveal an anxious Charlene Chapel.

"Here you go," Kim said.

"Thank you, Kim," Charlie said, "I owe you a lunch."

The older Meister nodded, and disappeared towards her own room. Charlie closed the door, and gestured towards the beds.

"They just brought in the second bed not too long ago," Chapel told her new roommate, "You can choose which one you want."

"It's your room," Eruka said, somewhat defensively.

"It's our room," Charlie shook her head, "And I want you to feel as comfortable possible."

"Fine, ribbit," Eruka shrugged in annoyance, "Then I'll take the far bed, so if someone comes through the door, they'll get to you first."

The younger woman just smirked.

"That's what you would have picked anyway, isn't it?" the silver-haired teen prompted rhetorically. Charlie just smiled more broadly.

* * *

><p>The next five months passed like a montage sequence for the three teens.<p>

Eruka learning from Diana and Kim how to adapt her regenerative balms into real healing spells.

Charlie and Gus, and Black Star and Tsubaki dripping with sweat as they fought a Kishin Larvae under the blazing Moroccan sun.

The Frog witch practicing barrier spells with her feline mentor and another, still masked sorceress.

Chapel and Smithson dodging a blow from a Kishin Egg in the Louisiana bayou.

The trio celebrating the successful end of Gus and Charlie's sophomore year.

Eruka and Diana working on a new, happier looking, frog hat.

Gus trouncing Eruka, Charlie, and Death at a mascot fighting game.

Charlie and Gus facing a Kishin Larvae and four Eggs with the help of Ox and Havar, and Sid and Nygus.

* * *

><p>"Diana, can I ask you a question?" Eruka fidgeted, barely resisting the urge to tug her hat's brim down over her eyes.<p>

"Of course," the elder witch answered kindly,

"Why did we make me a new hat, but you and most of the others don't have one?," the younger woman asked nervously, "I was told I wouldn't be going undercover. So does that mean I really am weaker than the rest of you?"

"No, Eruka, you aa not weaka than the rest of us," Diana reassured her, "Unlike most of us, you aa slated foa field work. And we want to be sure you have eva-ry advantage you can."

"But Kim..."

"Kim Diehl is a Meister, and her partna and Resonance aa a betta focus than any talisman we could eva make. You might be suited as a Meister, but we won't know that unless you try. If you did become a Meister, you would not need this hat, but you would also not be paired with Cha'lie and Gus."

"No that's fine," Eruka shook her head quickly, "I was just..."

"You don't need to be scared, Eruka," Diana told her, "You aa a fine sorceress, one of the best I have trained. And you have strong friends. I know you will do great things."

Eruka smirked uncertainly at the older witch, but Panther could also tell that her nerves had settled. Before either woman could say anything else, the large door before them opened. Diana Panther led Eruka Frog into the shielded chamber, into the presence of Death and twenty five other witches. A handful of the sorceresses were unmasked, but most still hid their features. Neither Kim Diehl nor Angela Chameleon were masked, and the pink-haired Meister gave Eruka a sharp nod.

Eruka walked into the center of the ring of witches, and Diana stood behind her as the other women closed the gap.

"Eruka Frog," the enchantress closest to Death started, and the girl recognized her voice from the restoration circle on the first night of her retraining.

"You have come to us, renouncing the Covens and their pointless war against Humanity, offering to stand with us in helping the DWMA to protect the rest of the world from both our wayward cousins and the unnatural monsters that seek to cause trouble."

Eruka briefly frowned, thinking that the werewolf Free was not that bad. Before she could argue the point, she decided that, like Weapons and witches, monsters might be good or bad, but normal people were still no match for the evil ones.

"Will anyone here vouch for this woman?" the head witch continued.

"I will," Diana Panther said, "I have trained her in our ways, and witnessed her helping others of her own accord. She has saved my niece's life directly, and helped save her a second time."

"And on that note," Death said, drawing the attention of all the witches for the breach of protocol, "I believe Charlene Chapel would vouch for her as well."

"The Owl's daughter might lack her gift," said another witch, who's voice Eruka recognized but could not place, "But Charlie almost has Minerva's wit."

"I wouldn't say I'd stand up for her," Kim added, "But I don't object to her being here."

"Strong praise, considering the source," the leader chuckled at the tsundere teen.

"Then, does anyone have any doubts of her honesty or commitment," she continued after waiting a moment for any other offers of support. She paused again, but none of the sorceresses spoke.

"Then Eruka Frog, will you swear to always protect those weaker than yourself, and always assist your sisters here and the agents of the DWMA, unless they should go astray?"

Eruka's face clouded at the word 'swear' and she regarded the lead witch suspiciously.

"This is no _geas_ or other magical compulsion," the woman explained in an amused tone, understanding the teen's suspicion, "Just your word, with only your own conscience and the weight of our trust to hold you to it."

"Oh, like that's any better," Eruka countered sarcastically, but she looked relieved.

"Fine, I promise to be trustworthy, loyal,helpful, friendly, courteous, kind,obedient, cheerful, thrifty, brave, clean, and reverent. You know, more or less," Frog promised, holding up the first three fingers on her right hand while touching her thumb and pinky. The witches who caught the reference chuckled slightly, but the rest just nodded.

"Then I welcome you, Eruka Frog, to the Order of Penitent Witches," she removed her mask as she said it, revealing a slightly sharp face with deep hazel eyes, long blonde hair, and a blue trapezoid rune between her eyebrows. The others all showed their faces as well, and Eruka was surprised by the number she recognized. Including one she knew only from a description. Frog slid over to a witch in her late twenties, with soft, curly black hair, and deep, nearly black eyes.

"You are Cassandra Raven, aren't you?" the teen asked the woman.

"I am. Have we met before?"

"No, but I know someone who has been looking for you. He's a student here..."

* * *

><p>The surface of Aegis Smithson's Shield form rang like a bell as the young man sneezed twice in quick succession.<p>

"Are you getting a summer cold?" Charlie asked, hopping back to avoid losing her left leg at the knee.

"I don't think so," Gus answered as a pulse of their shared energy drove the giant sword back, but not as far as he would have expected.

"Then someone must be talking about you," Chapel teased him lightly, as she put some space between them and their opponents.

"You think so?" he asked, sounding sincerely dubious.

"Heads back in the game," she chided herself as much as him, when she just barely intercepted the corrupted Weapon with her partner's leading edge.

"I won't... let... anyone come between... my brother.. and I," their opponent wheezed. She appeared to be only slightly younger than Charlie, though much shorter. She wore and elegant, light pink, Gothic dress, with a quartet of darker pink bows up the front. Her blond hair ran in waves all the way down to her feet, and was topped by a pink hat with a white ruffle in the front. Her eyes shimmered various shades of blue as her madness flowed through them. Her Weapon sibling took the form of a giant two-handed sword, larger and heavier than Gus and Charlie combined. The blade had concave edges and no crosspiece. Both of her small hands griped the bronze hilt tightly, with enough space below for at least one more pair.

Though the Kishin Egg had initially swung her partner with stunning ease, as the fight drew on, she seemed to be growing tired. She panted and swung the Sword with greater force, but far less frequency. She swung an overhand blow at Charlie, who blocked with Gus and stepped in, driving her fist into the Egg's gut. Suddenly the Sword returned to his Human form, and pulled his sister back before Charlie could freeze her.

"Sister, you need this more than I," the Weapon turned Egg whispered tenderly, cupping her face lovingly. He pressed his lips hungrily to hers. Though Charlie and Gus could both sense the stolen Human soul he transferred to her, the manner of the transfer and the fact that it was not the only reason they chose that method left the partners frozen in disgust. Then the enemy resumed his Weapon shape, and his visibly recovered sister swung the giant Sword at the Meister again.

"Charlie, is it okay, if I change back for a second," Gus asked loudly, "So I can throw up a little?"

"You are just like the rest," the Kishin Egg sniffed dismissively, "We don't need your understanding or approval. We have the power to be together now, and to destroy anyone who would keep us apart."

"Societal morals, legality, and genetics aside," Gus countered, "Any point you might have had became moot when you surrendered your humanity and began to consume innocent souls."

The Egg slashed at them again, and Charlie ducked under the massive sword. She swung Gus up, hitting the Sword as it sped away. She sent their energy into the shield's surface, and the repulsion forced the blade further away. As the younger girl tried to regain control of her weapon, Chapel stepped in and drove her right elbow into the Egg's ribs. At the last instant the girl stopped fighting the increased momentum on her partner, letting it pull her away to minimize the force and duration of Charlie's blow. She stumbled away from the DWMA team, but quickly turned to face them.

Charlie was already following up with a back kick aimed at the Egg's neck. She brought her Sword up, and Chapel had to stop short or risk breaking her foot on the broad side of the Weapon. Instead she tapped the flat steel gently with her big toe, trying to send her Soul Frost into the Demon Weapon turned Kishin Egg. The spiritual cold did not seem to penetrate the metal, and Charlie pulled back as the Egg turned the Sword out for another heavy slash.

"Why don't they Resonate?" Gus pondered, "They are pretty weak for B-Rank Eggs, but if they Resonated they might be a match for a Larva."

"Maybe giving in to their Madness prevents them from Resonating," Charlie mused, "Of maybe they just aren't as in sync as they think they are."

"Too bad," Smithson's tone contradicted his statement, "If that first part is true, then they gave up on an unmatched level of closeness and intimacy."

The Shield worried his partner would reject the statement despite their recently improved relationship. But whether she understood his plan or genuinely agreed, Chapel merely sadly added, "Yeah..."

The girl hesitated in her next swing, as their words sunk in.

"We could have..." she murmured forlornly.

Charlie took advantage of her distraction, darting forward. She aimed her fist for the Egg's stomach, her Soul Frost sparkling around her knuckles.

"Tiriel," the Sword called out, and when he realized his sister would not recover in time, he reverted to Human form and dove on the Meister's punch. Charlie's attack hit his right side below his ribcage, and drilled into the soft tissue. Her Soul Injection turned his skin white as snow, and his fingertips began to crack. His Human form was as weak as his Weapon form was strong, and it only took one breath for his body to turn into snowflakes and drift away, leaving his corrupt soul behind. Gus returned to his own natural shape, and with a slight misgiving, consumed the Kishin Egg.

"98," he said softly, looking at the female Egg sadly. The girl looked smaller now, stiff in despair and defeat. Charlene placed her hand on Aegis's shoulder.

"Even if we feel sorry for her..."

"BROTHER!" The Meister's statement was cut off as the Egg shrieked in rage, madness pouring off her with enough force to make them take a step back. Smithson returned the Shield form, and Charlie positioned him to intercept the expected attack. The girl launched herself at them, but instead of focusing on Chapel, she grabbed on to Aegis. Charlie tried to shake her off, but the Egg held fast, and bit Gus's rim. Though her now pointed teeth did not break his metal surface, the Weapon was disturbed and mildly frightened.

"Give my brother back," she snarled, around her attempts to chew through the Shield.

"Get off," Charlie countered, focusing their souls into Gus's Reflection. The Egg's body pulsed back, her fingers stretched, and her dress tore, but she did not let go. The Meister slammed the younger girl into the ground, and pushed her back again with their power. The Egg's grip was finally released, as she coughed violently, blood wetting her lips.

"There is a way you and your brother can be together again, and forever," Gus said softly.

"How?" the girl had been preparing to pounce again, but she drew back at his words, still cautious, but no longer ready to attack.

"Surrender, let us destroy you, and your souls will be together in me," the Weapon answered carefully.

Emotions warred in the Egg's crazed eyes, as she considered his suggestion.

"Even if you kill me, there is nothing you can do to Gus," Charlie added, "And even if there were, it would not bring your brother back."

"No, if I... if I..." then she thought of something, "If I become a true Kishin, I can tear you apart and take my brother's soul back. And..."

"Do you think you can become a Kishin alone?" Chapel prompted more firmly, "That we or another DWMA team won't take you down first?"

"And even if you can," Gus continued more kindly, "How long will that take? How long will you be without your brother?"

The insanity around her swirled again, and they tensed for another attack. Then she collapsed, both physically and supernaturally.

"Do it," she said, thrusting her palm towards them, "Quickly before I change my mind."

Charlie took the Egg's hand, and began to gently pour her soul into the corrupted tween. She quickly and painlessly froze, and then her body crumbled into nothing, leaving her chaotic, red soul behind. Gus became Human once more, and caught the jumbled orb.

"99," he said, and then he swallowed the Kishin Egg.


	18. Chapter 18

**Lesson 18**

The three youths stood before Death, waiting while he appraised them. Gus looked little different, though his dress shirt and shorts were less wrinkled than usual. Charlie had a new gi, this one pale green. But as with her past uniforms, she had taken off that right sleeve at the elbow, and all the hems were already fraying from her practice exercises. Eruka was back to her standard black and white dotted dress, and had her new witch's hat, so she looked almost the same as when the specter had first become aware of her. But the frog hat looked like it was smiling, genuinely and happily.

Of course, the Headmaster's examination of the trio had almost nothing to do with their clothing. He studied Aegis carefully, making sure the four Kishin Larva souls he had consumed were not having any ill effects, and were living up to his original estimate, and truly putting Smithson at effectively the 99 Kishin Egg level. Death did not see anything wrong, and determined that Gus essentially one half Egg above where he needed to be thanks to the Larvae. He also noted that the boy looked more physically fit and more confident than he had been when Death assigned him to Charlie eleven months prior.

Charlie also looked more assured to Death, and also more at ease. The already tall girl had gained almost an inch of height, and was still skinny, but not so painfully thin as she had been. Her soul also glowed larger and brighter in her chest.

Eruka's soul was also more brilliant, no longer masked by the anger and fear that had directed much of the young woman's life. He examined the spells on her hat and dress, looking for both defects and for any hints of darkness. The spots in the corners of her mouth were still gone; and her green eyes had grown a few shades lighter and could no longer be mistaken for black. And she had put back on the weight she had lost while incarcerated, and perhaps a little more too.

"Well, Gus, congratulations on your 99th Kishin Egg," the Headmaster finally spoke, "And good job getting him there, Charlie."

"Thank you," they said in unison.

"Now then, I'm sorry to have to do this to you, Eruka..."

None of the teens reacted to his intentionally bad choice of words, so he continued.

"When you first told me about your fight with Tabitha, I did not know that you both meant cousin in the literal sense. I assumed it was just like how the Penitents call each other sisters. But Teresa tells me that you two are literal cousins, that your mothers were biological sisters and the two of you spent family vacations together when you were younger."

"Figures the old Slug would bring that up," Eruka muttered, but without any heat.

"Yes, well, she was worried about how you would take this. Even though you seemed fine when I first told you this would be your mission, if you have any doubts, let me know now. No-one will hold it against you."

"I don't," the teen witch reassured him, "She was a real... wench when I was a kid, and I haven't seen her in like seven years. But more importantly, if she is helping to manufacture these Kishin Larvae, she has to go down. She deserves it."

"From the instant he broke free, my greatest regret has been helping Medusa release Asura," Eruka added softly, "That power can't be controlled, should not be played with. And if Tabitha is crazy enough to try, then she might be as dangerous as Medusa some day."

"Very good," Death sounded slightly relieved. Then he switched to his formal voice and instructed them, "In that case I have the first mission for the three of you. Track down Tabitha Weasel, and use her Soul to make Aegis Smithson into a Death Scythe. If you can, try to confirm who she is working for. But it is more important you stop her. Nothing we have seen indicates any other witches are helping create the Kishin Larvae, so removing Tabitha will slow down this threat, and may force her partners to reveal themselves."

The trio all nodded, but Gus's head bob was more slow and thoughtful than the two young women.

"Do we have any clues as to where she is?" Charlie asked.

"The have been sightings of her in Denver, Santa Barbara, and again in Minneapolis," the god answered with a slight shrug. Then a tiny glass jar materialized in his hand, and he extended it to them, stating, "I was hoping Eruka would be able to scry for Tabitha with these."

Inside were two small nuggets of deformed copper and lead. And still visible on them were brown-red splotches.

"Are those..." Charlie stared with morbid curiosity.

"The two bullets Nygus removed from you," Death confirmed neutrally, "They are a distinctive brand, and should still have some remnants of her magic in them. If we are lucky, she might have handled them directly and left traces of her DNA."

"I'll need some time to prepare," Eruka said softly, looking at the jar sadly.

"Of course," Death handed her the jar, "Take all the time you need, and one of the teachers can arrange transportation when you have a location."

* * *

><p>Eruka took her new teammates to the library, and left them in one of the reading rooms while she went to procure the other supplies she needed for the spell. The silence between Meister and Weapon was not very comfortable, as Charlie kept giving Gus weird, sideways glances.<p>

"Is something wrong, Charlie?" Aegis finally grumbled.

"No," she tried to deny it, but knew he could read her too well, "It's just, I was wondering if it felt any different now that you have 99 Eggs? Do you have a sudden urge to attack Eruka?"

She was mostly joking, he could tell. But that old fear was still there, no matter how close they had grown, or how much she had come to trust him.

"No more so than in the past," he said with a shrug, and as her eyes widened he continued in a lighter tone, "I mean she is pretty cute, and regardless of what _you_ might think of me, I am still a fifteen year old boy."

"Fine," Chapel chuckled, "I deserved that."

"And I'd like to hear more about that later, ribbit," Eruka almost purred as she slipped back into the room. Gus immediately turned bright red.

"Eruka, I didn't mean... I wouldn't... I'm not like..."

She just smirked at him, and said nothing as she set the maps and candles on the table. Then she locked the door and closed the shade.

"Since we don't have any reports of Tabitha being outside of the USA, I figured we would start here and move out if we need to," the sorceress informed them, spreading out the indicated chart and setting the rest aside. She placed one candle on each corner of the laminated page. Next she took out two strands of copper wire, each just over one foot long. She knotted them together at the end, then again near the mid-point. She tied them together one more time just before the other end, leaving about one inch free on each strand.

Finally, she took out the jar with the bullets, and put on a pair of white silk gloves. She opened the lid, and extracted the first slug. She took the loose end of one of the cooper threads, and wrapped it around the bullet, pulling tightly until the wire dug into the round. She repeated the process with the other bullet and the other piece of wire. She carefully removed the gloves without letting the talisman she had crafted tough anything but her flesh and the purified silk. She grasped the paired metal strings by the first knot she tied, hanging them so the bullets hovered just over the center of the map.

"Frog flip, frog hop," Eruka intoned, and Charlie could see the power flow out of her fingertips, down the wire, and into the bullets. The makeshift pendulum began to swing over the map, and the candles lit on their own. The thread shifted back and forth across the country, seemingly at random, but Gus quickly noticed it was moving to the places they had encountered Tabitha or the Kishin Larvae, or had been told others had seen the witch or fought her creations. As the ticks passed, the locations the spell drifted between decreased, until it was swinging back and forth between Minnesota and California. The trio instinctively leaned in closer. And after a handful of tense heartbeats, the bullets dropped on to Santa Barbara, CA.

"Now what?" Charlie asked, "Do we get a smaller map and try to pinpoint her exact location?"

"Probably not," Eruka shook her head, "I could try it, but at this distance I can't really tell if this is where she is now, or just where she has spent the most time, where her home base probably is. If it is her base, and she is there right now, I could almost certainly track it down to the building. But if Tabitha, or her warren, is somewhere else, the interference would probably prevent me from getting any closer than a few blocks. If we go there, I'll be able to get a stronger reading. Figure out if this is her base, or just where she is planning something."

They looked at the map for a while, considering the possibility that they might miss their target. But another thought started to trouble the young man.

"Are you sure about this, Eruka?" Gus said, his deep voice filling the room despite his low volume, "I know what you told Lord Death, but..."

His face wrinkled in a frown, and he took a breath before reversing course, stating, "No, nevermind. You said you can handle it, and I trust you. But if you need to talk about it, I'm here."

"We both are," Charlie added.

"Thanks, you two, ribbit," the witch teared up slightly. Then she wiped her eyes and faced them with a firm resolve, "Let's go save some lives and make Gus here a demi-god at the same time."

"I won't be that powerful," Aegis protested as they helped her gather the scrying instruments.


	19. Chapter 19

**Lesson 19**

"A warehouse, Tabitha?" Eruka said sarcastically, "What, weren't their any abandoned office buildings or half-burned mansions available?"

After they arrived in southern California, the Frog witch's scrying had led them down to the ocean, and then eventually to a large, two story, prefabricated steel structure, just a block back from the docks. They had surveyed the building, and were now in a moderately concealed alley, looking at a side door.

"A warehouse is a good front; people and containers can come and go without raising much suspicion," despite his words, Gus's tone said he agreed with the older girl.

Charlie did not have anything to add to the discussion on the Weasel witch's choice of lairs, so instead she studied the mystical wards on the building.

Under her Mystic Sight the warehouse lit up like a squat, evil Christmas Tree. Brightly glowing runes of power were connected by lines of force. She could not recognize many of them, but the ones she knew from her training let her know that if anyone unauthorized entered, the owner would know immediately, so she could deal with their scorched corpses.

"It's a fortress," Charlie told her partners, and after a quick scan of her own, Eruka agreed.

"Is there anyway to get past the wards?" Gus asked, unable to see the spells and not a magic expert, "Or do we just go in loud?'

"Is there anyone here?" Charlie asked Eruka, her limited ability to sense souls blocked.

"I can't tell without a stronger spell," the witch shook her head, "And if Tabitha is in there, she would notice it. Same thing if I tried to dismantle this. It would take a while and she would know."

"I think there is a way we can sneak in," Charlie said thoughtfully, "But it might not work, and it will be cold for you, Gus."

"I'm not the one who bundles up in fifty degree weather," Smithson boasted jokingly. Then he added more seriously, "Let's try it, Charlie."

Eruka nodded, and the Meister held out her hand. Gus transformed, and Chapel approached the spell wall slowly, looking for the best place to try to breach it. The wards had some flexibility, so that a bum or stray dog accidentally bumping them would not set them off and attract attention. She began to send her Soul Frost and Mystic Sight into the Shield's surface, making him slippery to magic, at the cost of giving him an uncomfortable chill. She slid his outer edge into a seem between a spell that would cause a loud horn to sound, and another that would spray them with acid. As she pushed, the net separated, his slick surface preventing the enchantments from triggering. She carefully tilted him forward, slowly expanding the gap in the wall with Gus's frosted form. One of the spells started to strain, but Eruka cast one of her own, stabilizing it.

Finally, after an agonizing minute that felt much longer, Aegis's entire body formed a tall oblong interruption in Tabitha's defenses.

"Eruka, can I ask you to polymorph?" Charlie requested slowly, afraid that even breathing too hard would shake Gus and set off the net. The other girl nodded, and assumed the form of a small green frog. She hopped into Chapel's free arm, and the Meister cradled her friend gently as she addressed her body to the Shield and the hole he was creating. She poured more of her soul into her partner, but rather than make him colder, she used him as a conduit to freeze the spells around his edge, locking them in place without breaking them. Then she turned Gus sideways, and stepped through the breach.

Once she was inside the barrier, Charlie released Frog, and then turned Gus all the way around until he filled the gap again. She retracted the Soul Frost at around Aegis's rim, and Eruka prodded the spells gently to help them regain their elasticity. Once the wards were back to normal, Charlie extracted Gus from the wall in a near perfect mirror of how she inserted him.

The trio let out sighs of relief in unison, and Charlie and Eruka padded softly towards the door. Gus remained in his weapon form, both in case there was trouble, and because he was the least stealthy of the group. Eruka removed the much simpler spell on the door, and then picked the lock with only a hint of a chagrined blush.

Their luck ran out as soon as Eruka closed the door behind them. As it latched with an almost inaudible click, a bulky man in an ill-fitting security guard uniform stepped out from behind a stack of shipping crates, and pointed his flashlight directly at Chapel. He looked surprised, but instead of ordering them to stop or reaching for his gun, he charged, swinging the heavy Maglight™ at her. She raised Gus to block, and all three of the teens noticed that the skin on the fingers wrapped around the grip was flaking off, revealing smooth marble. Eruka gestured, and the spell disguising the golem turned to dust. Her counterspell slowed the statue slightly, but the flashlight still bounced off Aegis with a resounding clang. Smithson's deflection caused the metal tube to rip through the weakened stone leaving the construct both literally and figuratively disarmed. Charlie pressed her palm to its chest, and froze the spells still holding it together.

"Hey, uh _Ralph_, what's goin' on?" a voice emerged from behind the boxes, even as the statue finished crumbling. Another guard stepped out a moment later, and unlike the golem, went for his gun. He fired twice, and Eruka ducked behind Charlie as the younger woman blocked with Aegis. After the ricocheting bullets came within inches of his head, the man discarded his sidearm, and charged, his limbs turning into mantis-like pincers.

"Kishin eggs and golems? We are definitely in the right place," Gus noted dryly as Charlie caught the claws with him. The ex-human guard looked mildly embarrassed, but he dropped down and tried to sweep the Meister off her feet with his own distending leg. Chapel hopped over him, clearing the way for Eruka to unleash the tadpole bombs she had summoned when he started to transform. She tossed the spells, and they swam through the air towards him. The Egg was to focused on Charlie, so was not aware enough to dodge. The first explosive his his right temple, and the second his stomach. He was doubled over as Charlie landed, and her frosty uppercut shattered his jaw. He disintegrated, and Chapel caught the chaotic soul in her bag.

With the immediate resistance removed, the young women transferred the remains of the golem and the Egg's gun to one of the boxes, so if there were more guards, what had happened here would not be obvious. The fact that their had been no reaction to the gunshots put them slightly at ease, but they knew that Tabitha's other followers could be trying to sneak up on them, or could just arrive for a later patrol shift. With the evidence of the battle hidden, they moved a slight distance away through the maze of crates, before hunkering down temporarily.

"What do you think?" Eruka asked, "Do we check out the second floor first, or should we try to see if there is a lower level?"

"You think this place has a basement?" Gus's voice rumbled softly out of his metal surface.

"She is a Weasel, and an earth elemental witch," Eruka answered, "She always loved to burrow."

"Her base back in Oklahoma was under the park, right?" Charlie reminded him.

"Okay," Smithson agreed, but then added, "But where would the entrance be?"

All three teens pondered the question.

"It would have to be an actual entrance, like a trap door with stairs or a ladder," Eruka mused, "Otherwise her servants couldn't carry things down for her."

"What about the elevator?" the Shield suggested, "You know, like a secret panel with a special button to go down to the hidden floors."

"Gus, you've been watching too many spy movies," Charlie chided him fondly.

"But it's worth checking," Eruka supported Smithson.

It did not take them long to find the large freight lift, and once inside, Chapel's golden eyes instantly locked on the other side of the door from the regular control panel.

"There's a spell here," the Meister explained, carefully not touching the enhancement, "It looks like an illusion and an alarm mashed together."

Eruka murmured something so she could examine her cousin's spell as well. After a few moments, nodded to herself.

"Frog flip frog hop," she incanted, jabbing her finger at the wall. There was a sound like the shattering of glass, and a button appeared, already depressed by the witch's digit. The elevator rumbled to life and sank into the ground. After descending over 100 feet, it stopped.

"Bottom floor," Gus announced, "Kishin Larva creation, sinister plots, children's apparel."


	20. Chapter 20

**Lesson 20**

The hallway before them looked like it was from a laboratory or perhaps more appropriately, a secure wing at a mental health facility. It was stark white, brightly lit, and every door was fitted tightly to the frame, with a sturdy lock and small slot at the bottom for feeding the person trapped within. Charlie exited the lift first, keeping Aegis in front of herself and Eruka. The barefoot Meister was able to move without a sound, but the witch's boots made a soft click each time she put her heel down. Frog was tempted to silence her steps with a spell, but was more worried about the magic being detected.

They were only a few dozen steps down the hall when Charlie stopped. Eruka froze, a half dozen spells coming to mind to deal with whatever had spooked her friend. Chapel tilted her head as if listening, and after a few moments her teammates heard what had caused her to stop. The younger woman leaned towards the closest door, and all three teens could hear the soft sobbing of a young child coming from the room. They looked at the lock, an elaborate device with a cross shaped keyhole, well beyond either girl's ability to pick.

"can you freeze it?" Eruka whispered. Charlie shook her head.

"it's just a normal lock," she answered, "there is no soul energy or mana in it."

"do we risk a spell, or try to get a key?" Gus asked softly. None of the trio even suggested leaving a child in Tabitha's clutches. Even though each independently considered the likelihood that this was some sort of trap.

"we should find the key," Charlie offered, "there are too many locks here to have Eruka open them all."

The witch nodded, expecting her two friends would want to save all of her cousin's captives. She briefly thought about saying that they should finish the mission and leave the rescues for afterward. But she also knew there was a chance they would not survive, and then the rescues would not happen.

They continued forward more quickly, to where the hall ended in a T. The second corridor extended twenty feet in either direction, before turning back the way they had come in. Either branch had a single door on the wall furthest from the elevator. And these doors were different from those behind them. The one down the right fork had a large safety glass window, however blinds concealed what was on the other side. The door on the left branch was a larger pair of double doors, though they were just as heavily secured as the cells that the trio had passed.

Charlie inclined her head towards the windowed door, expecting it was some kind of office. She felt Gus's agreement, and Eruka bobbed her head once more. They quickly padded to the room, and listened carefully. If anyone was inside, they were not making a sound that any of the teens could detect. Tightening her grip on Aegis and positioning him to most cover the portal, Chapel gingerly grasped the knob and turned it slowly.

The door suddenly swung inwards and Charlie barely avoided being pulled with it. As she retracted her hand, an overly large fist slammed into Gus, and his Meister was able to supply him with just enough energy to prevent them from being thrown back into Eruka. The owner of the fist kept pressing down on them, so Charlie fell into Resonance with Aegis, and their attacker grunted in surprise as his strength was turned back on him. He stepped back, and Chapel followed, not wanting to give him a chance to escape or regroup.

The large office was mostly empty, and was well lit if not so bright as the hallway. A single desk sat away from the far wall with a desktop and a pair of monitors on it.

"I told Madam Tabitha that the elevator alarm wasn't enough," their opponent grumbled, and the three teens finally got a good look at him.

The guard was huge, nearly seven feet tall and muscled like a professional wrestler. A green t-shirt was pulled tight across his well-defined abs, rippling pectorals, and biceps almost as big around as Charlie's waist. He wore camouflage pattern cargo pants and heavy black boots. His face might have been attractive, before his nose had been broken for the third time, and massive, puckered scar had been carved on his right cheek. A brown fuzz topped his head, and sharp black eyes watched them carefully.

"He is a Larva," Charlie informed her partners, reading the intense waves of madness rolling off his soul. The former Human frowned at her.

"That's not a very nice thing to say," he protested sadly.

"This coming from a guy who ate the souls of dozens of innocents," Eruka raised a dubious eyebrow and began to gather her power in her fingers.

"Not innocents, volunteers or criminals," he countered, starting to charge them.

"Frog slip," the witch incanted, dropping to one knee and pressing her hands to the floor. Charlie sent her Soul Frost down, causing the viscous fluid to flow harmlessly around her feet. The Larva was less fortunate. His foot hit the oil and shot forward, forcing him into an unexpected and painful looking splits. He tried to push himself up, but his hand slipped away. He tottered for a second and then fell forward onto his nose.

Charlie walked forward slowly, expecting a transformation or elemental outburst. With each step her power split the spell under her, just as they had practiced. And behind her Eruka's oil closed up again. The witch prepared her next spell, tadpoles floating above her hands. The Meister reached the Larva, and he kicked out at her from his position face down in the slippery fluid. Charlie blocked easily with Gus, and the Weapon's deflection sent the killer spinning across the floor.

"Focus, focus, focus," they heard him chanting intently, as he finally regained his feet. His aura of madness was now visible around him, and burned away Eruka's magic. He stepped forward hesitantly, but this time did not slide. But Charlie was already there. She slipped readily into close range, and drilled her cold-wrapped right knuckles into his Adam's apple. Then she slid aside, letting the oil affect her but still maintaining her balance. Once her partners were clear, Eruka unleashed her bombs, blasting the choking Larva out of existence.

Eruka dismissed her spell, and hurried over to the desk. Gus resumed his Human form, and Charlie took out her soul bag. After a worried glance, she gave Smithson the Kishin Egg already in the bag and stored the Larva's soul instead.

"That was easier than I thought it would be," Frog ended the statement with a soft 'ribbit' as she rejoined them.

"He was restraining his madness," Charlie told both her teammates, "That's why he went down so quickly. But I'm worried about why he would do that, and how successful he was."

"We'll have to remember to tell Lord Death about it," Gus noted as he transformed again, "But before that, did you find it?"

Eruka swung the x-shaped key casually on her pointer finger in response.

* * *

><p>The first few cells were empty and clean, but they were attacked as soon as they opened the fourth door. A bed sheet was thrown at them, and someone tried to tackle them while they were blind. But the prisoner bounced off Aegis with a pained grunt. Eruka ripped the cover off, and the teens looked at the prisoner. He was older than them, probably in his early twenties. He was fit and looked healthy, except his left foot was twisted the wrong way. Charlie started to apologize, but he reached down and twisted the prosthetic back the right way. He regarded them for a moment, and then got to his feet.<p>

"I don't recognize you," the young man informed them, "And I'm guessing you are not with whoever captured me."

His eyes settled on the large shield, and he asked, "DWMA, right?"

Chapel nodded, and Eruka demanded, "And who are you?"

"Lieutenant James Schmidt, US Marine Corps," he announced, saluting. Then he looked down at his replacement limb, and added, "Retired."

Charlie looked at his soul for any hint of madness, and Eruka chanted a quick spell under her breath.

"Are you a prisoner here, Lt Schmidt?" Gus asked.

"Yes, sir," he answered, nonplussed at being addressed by a shield.

"Do you know how you got here?" Smithson continued.

"No, sir," the soldier stated, and then he offered, "I was taken after a physical therapy session and getting measured for a new prosthetic. I was injected with something, and I woke up in this cell. I didn't see my attackers."

The soldier sounded a bit sheepish about his last statement.

"How long have you been here?" Charlie prompted.

"Have they told you why they took you?" Eruka asked at the same time.

"No, miss, they haven't said anything to me," he answered the witch first, "And for how long I've been here, I think it has been about three days since I woke up. It is hard to tell without any windows. They fed me twice, but it feels like it has been longer than two days."

"Well it's about time you got out of here," Gus commented, and both his partners agreed.

James stayed with them while they freed the remaining prisoners. There was a father and two young daughters, one of whom was the owner of the whimper they had heard, and a female police officer. No longer particularly concerned with stealth, Eruka and Charlie shattered the wards around the building with their respective powers. After telling the prisoners the fastest way out of the warehouse, the teens took up position in the hallway to stop any guards. But even though the alarms continued to blare, no Eggs, Larvae, or golems appeared. Growing impatient, Chapel edged her way forward, back to the split in the corridor. She extended Gus forward, both so the shield could look around the corners, and to potentially trigger any attacks. But nothing struck the Weapon, and he reported that both paths were clear.

With stealth no longer an option, Eruka cast a handful of scrying spells, all directing them to the double doors they had previously ignored. Frog could not confirm Weasel's presence, but could tell that her cousin had spent a lot of time in the room, and that there were a number of spells active within. The door was locked, but it used the same key as the cells.

Unlike the industrial feel of the warehouse above, and the clinical style of the floor around them, this was definitely a witch's lab. The walls were reinforced with a layer of granite, for reasons both practical and stylistic. There were multiple bookshelves stacked with tomes both new and ancient, jars filled with various liquids and organs, and esoteric trophies like ritual daggers, masks, and wands. A pentagram was etched into the stone floor, and an out-of-place surgical table set in the center of the seal. Also at odds with the general feel of the lab were the bright fluorescent lights overhead.

"Welcome to my parlor," Tabitha quoted from behind them, as she slammed the door shut.


	21. Chapter 21

**Lesson 21**

"You actually came here?" Tabitha demanded mockingly, "To my base, the center of my power? Can you imagine the defensive spells I have prepared here? Do you understand that if I wanted to, I could summon a dozen Kishin Eggs to assist me?"

"Then why don't you?" Eruka shot back, "Why take the risk, if you could just throw cannon fodder at us until we are too weak to fight back? Or were you not expecting us to call your bluff?"

Weasel twisted one hand, and thin sections of stone began to separate from the walls and floor. At the same time, she took her phone out and hit a button.

"Franklin, please send reinforcements to my lab," she said into the device with false sweetness. After waiting for a few seconds, Eruka laughed at her cousin.

"If Franklin was the name of the Kishin Larva who was in the office next door," Gus's voice echoed out of the metal and off the granite, "We already dealt with him."

"You've only been here for sixteen minutes," Tabitha frowned, estimating the time since the alarms reacted.

"Actually, we snuck in almost seventy minutes ago," Charlie said evenly, "We took out the guards upstairs, and then the Larva down here. We destroyed your wards so that your prisoners could escape."

"Larva…" Tabitha said the word as if tasting it, "That is a much better name for them than 'Mystically Constrained Proto-Kishin'. Shorter, too. I'll have to start using that."

The trio did not miss that she was shifting the subject. But it segued into their secondary mission, so Eruka took advantage of it.

"'Mystically Constrained Proto-Kishin'; that name is awfully clinical for you, cousin," the frog witch said in mock confusion, "Did your partners come up with that?"

"What makes you think I have any partners?" Weasel answered, somewhat off balance.

"Would you prefer benefactors? Or maybe just superiors?" Gus mused, nursing a dark suspicion. And Tabitha barely stopped herself from frowning at the last word.

"This conversation no longer amuses me," the elder witch said sharply, "But I think experimenting on you three will prove even more entertaining."

She snapped her fingers, and the half-dozen Doberman-sized weasel golems finished forming, and four charged the teens. Eruka sent two of her tadpole bombs swimming in front of Charlie, trying to destroy the constructs to give the Meister a clear path to Tabitha. The first golem dodged with far more agility than it had any right to possess. The second rodent did not dodge, to do so would have let Eruka's attack hit its mistress. Instead it bit into the spell. The explosion shattered the right side of its face, revealing its hollow interior. And the damage started to repair as the other weasels reached the trio.

"Frog snag," Eruka incanted, and a bulbous pink thread emerged from her hand, hitting one to the constructs and sticking. It started to retract and pull the stone creature toward her. The weasel dug its claws into the floor, instinctively resisting.

One of the remaining three attackers tried to slip by Charlie, but the girl's foot snapped into its midsection. Ice formed around it as the lighter golem was forced back into line with its comrades. Another of the rodents tried to bite Chapel, but she intercepted the attack with Aegis. The Shield's reflective power threw the weasel back and shattered its teeth. But the damage was less than what he had inflicted on the golems in their two previous fights.

"Do you like my new golems?" Tabitha asked, "They are lighter, so they are faster. And they have more give and recover faster."

"Frog slip," Eruka gestured with her free hand, and covered the floor with oil again. The moving statues began to slide as they moved, and the weasel the younger witch was trying to reel in lost its footing. Tabitha smirked mockingly at her cousin.

"Raise rock rodent," she intoned, and the stone floor created a three inch platform under her, preventing the thin layer of fluid from reaching her. The woman drew her hands together, and started gather mana between then.

The golem that had been playing tug of war with Frog suddenly stopped resisting and charged her. Eruka cancelled the spell connecting her to the statue, and stepped out of its path. Though the weasel had been able to gain forward momentum, when it tried to turn, its feet went out from under it again. It skidded past the witch, and slammed into the operating table. Then Eruka casually reached down, and sent some of her mana into the pentagram on the floor. The construct tried to attack her again, and crashed into the barrier instead.

"Cute," Tabitha remarked, halting the progress of the spell she was forming, "But that's not going to help you, cousin."

Weasel snapped her fingers, and the seal broke.

"Did you really think I would inscribe a pentagram that I could not cancel at will?"

"It wouldn't be the first time," Eruka answered as she tossed a pair of tadpole bombs at the golem, tearing two large holes in its body and knocking it into the table again. The older witch scowled at her cousin's memory, and resumed gathering lightning between her hands

Charlie bashed the partially frozen weasel with Gus's edge, and the construct broken in half. Then she ducked under another statue. She grabbed its leg as it passed over her, and put her shoulder into its side. Soul Frost poured into the rodent at both points of contact, and she redirected its momentum towards one of the two weasels guarding Tabitha. They collided and the chilled stone cracked heavily. The spell supporting it was also damaged, so the jagged edges of the granite did not smooth.

"I do like your new golems," Gus announced, "they are lighter, so they are easier for me to bounce and Charlie to throw. And since they are hollow, the spells maintaining them are not buried deep in the stone, so they are much easier to freeze."

"And despite that, you three have only destroyed one and done moderate damage to two more," Weasel countered, "If I wasn't having these two guard me while I get ready to capture you all in one spell, how much harder would it be for you? Should we find out?"

She clicked her tongue, and the three golems close to her stalked towards Charlie, their claws growing larger and sharper to give them purchase through the oil. The fourth rodent fell back slightly to join them, while the last and most damaged tried to get past Eruka. Then the four before Charlie suddenly rolled over, coating themselves in Frog's concoction. They charged the martial artist, two jumping at her head and two going for her legs. Chapel dropped until she was almost sitting. She interposed Gus between herself and the two grounded golems, sending them backwards with the dull screech as their nails gouged the floor. The other pair sailed over the girl, and her fist shot up at the damaged one. She expected the Soul Frost in her hand to cut through Eruka's oil like it did for her feet. But it did not, and her fist slipped off the statue without doing much damage.

Eruka finished off her opponent, a quick quintet of her exploding tadpoles reducing the golem into pieces too small to regenerate. She noticed that her spell was not hindering Tabitha's familiars' movement anymore, and saw Charlie's punch glance off the weasel. The Frog witch canceled her spell, but the oil on the golems did not vanish. Eruka started to prepare a spell to clean the golems and potentially weaken them, when she finally got a good look at the magic her cousin was working. She cancelled the scouring rain she had been preparing, and instead tossed three more of her tadpoles at Tabitha as quickly as she could. The golems leaped to intercept the bombs, deflecting the tadpoles with their slick bodies. While they did so, Eruka hurried back to Charlie's side.

"That is not a capture spell," Frog said quickly, "That's a lightning spell, more powerful than the one she hit you with last time, and more tightly focused."

"Captured dead is still captured," Tabitha smirked down at them.

Chapel bounced back one of the golems with Gus when it got to close, and watched Tabitha carefully. The Meister's eyes turned golden as she tensed for the magic to be released.

"All together now," Tabitha crooned to her creations, and the statues jumped at the teens again.

"Now," Charlie hissed crouching down and thrusting Gus in front of her. Eruka wrapped herself tightly to her friend's back, and placed both her hands on Shield. Both witch and Meister poured their energy into the Weapon. Even as Weasel's mana sphere exploded outward as a cone of electricity, a frosty blue dome expanded outwards from Gus's edge, encompassing both girls. Tabitha's blast swept over her weasels, scorching off the oil but also repairing the smaller cracks in their stone bodies. It hit Smithson and Frog's barrier and swept past them. Tabitha's lab table and shelves of knick-knacks were also struck by the lightning, but were not damaged by it.

Then the last of the spell passed, and the teens stood, ready to attack. But the golems were already on them, and Tabitha pulled a 0.50 Caliber Desert Eagle from her coat pocket. To Chapel's eyes the new gun was even more heavily enchanted than the pistols Weasel had used in their previous encounters.

"You're going to try to shoot me?" Charlie said blandly, "I thought we proved last time that I wasn't going to fall for that again. And that Gus can send the bullets right back at you."

Eruka dropped the magical barrier, and sent one tadpole at each of the weasels. The younger witch remained crouched behind her friend, sending out her default spell and trying to think of something to deal with statues.

"Maybe," Tabitha shrugged, "But you haven't seen what this gun can do. And either way, if you have to focus on blocking bullets, you won't be able to stop my pets."

Chapel stepped back, sweeping her free arm around Eruka to carry the witch with her. She managed to move far enough, fast enough, to avoid the golems' pounce. As they gathered to strike again, Tabitha pulled the trigger, firing a single bullet at the Meister. Aegis whispered to her in their shared soul space, and Charlie adjusted him to reflect the slug. Halfway back to the rodent witch, the bullet reverse direction, flying at Charlie again. This time Smithson suggested a different course, and they directed the bullet towards one of the weasels. It tried to dodge, but the round still clipped its ear, before aiming at Charlie again.

"Do you like my Seeker?" Tabitha asked, waving the gun casually, "It will never stop trying to hit you. Not so long as one of us lives."

With that she fired a second enchanted bullet at the girl.

"Now," Gus declared the timing this time, as the first bullet struck him for the third time. This time a shell of ice surrounded the bullet, and it dropped to the ground.

"Did you forget what I do to spells?" Charlie asked scathingly, as they bounced the second shot away.

"Of course not. But you have to time it just right," Weasel countered, having already figured out why they had not stopped both rounds, "Or, I suppose, you could waste the energy to keep your little freezing constantly active."

She fired a third time, and then took a casual skip to the right and shot again from a different angle. Charlie deflected all three shots, and reflected on the fact that Tabitha was trying to wear her out, just as she had done to the witch in their first meeting. And the witch was slowly succeeding.


	22. Chapter 22

**Lesson 22**

Tabitha gestured again and intoned "Weasel Wrath."

Two more golems joined the four surviving statues. But the new stone rodents were covered with short, sharp spikes. Charlie froze another of the homing bullets, and Eruka managed to blast one with her tadpoles. As her pets scampered forward, the adult witch slid over to another new angle and fired again.

"I didn't think she would be this much tougher," Gus rumbled softly, wishing he could do more.

"Remember what she said to me back in Death Vegas," Eruka reminded them, "She promised to help me make a new hat. Outside of Mabaa and the Judge, I've never heard of making a fetish as sophisticated as a witch's hat with only two people. Tabitha always was pretty good at enchantment, it's not impossible that she made a new hat on her own. From what I can feel, I'm guessing that six to eight of those trinkets are also minor fetishes."

Eruka gestured towards the shelf, and her grimace deepened.

"The problem is there's already so much mana flying around in here, I can't tell which items are enchanted and which ones are just decoration," the silver-haired witch continued.

Charlie tried to spare a glance at the shelves. Before she could, one the new golems struck. She was able to block its attack with Aegis, but it opened her enough that one of the two rodents following behind it clipped her right calf. She deflected the statue on Gus into one of its comrades and one the bullets at the same time. Then Chapel adjusted her stance to dodge the second spiked golem as it pounced at her right shoulder.

"Frog mesh," Eruka intoned, and a net of disembodied tongues appeared between her and one the golems that had slipped past Charlie. The stone weasel became completely entangled in the sticky snare, its charge turning into a stumble. The other golem that was headed for her suddenly turned back and tried to attack the Meister's spine.

"Underestimating me again, cousin?" Eruka growled softly, as she protected her friend's behind, blasting the statue that ignored her away from the friends, "I guess I'll just have to what I've learned."

She stopped launching her amphibian bombs, and started gathering her power.

"Charlie," the teen witch suddenly shouted, "If I can keep Tabitha busy for a minute or two, would your Mystic Sight be able to find her other fetishes?"

"I think so," the younger girl panted as she slipped between a bullet and golem, punishing the statue was a quick, cold knee.

"Oh?" Tabitha sounded mockingly intrigued, as she ejected her pistol's magazine, "And just how do you propose to do that, Eruka? Do you have something that can stop these Seekers?"

"Hold her off while I cast my Aria," Frog requested of her friend.

"You are going to use that?" Gus could not keep a hint of incredulity from his voice.

She stuck her tongue out at the Shield, as Charlie hopped back to make sure she was between the golems and the silver-haired witch. Eruka dropped her hands to her side, and her eyes glazed over as she began to chant.

"My body is made of frogs…"

* * *

><p>"<em>One aspect of magic the Covens ignore is Sympathetic Magic," the masked woman explained to Eruka. Diana Panther was busy cataloguing new arrivals at the library, so Eruka was learning from another of the Penitents.<em>

"_Sympathetic Magic? Like empathy?" the teen asked._

"_No," the witch shook her head, "You are aware that most mammals and some other animals possess at least a small amount of magical energy. Not enough to cast even the lowest spell, but a definite amount nevertheless."_

_Eruka nodded, thinking with disgust on sacrifices some of her former comrades used to harvest mana from other living beings._

"_What you probably do not know is that normal Humans subconsciously attune their own magical auras. They create a tiny mystical impetus towards things that they believe are true, wish to be true, or in some cases, are afraid are true. This is the basis of Sympathetic Magic. The more people believe in something, the easier it is for casters to achieve that effect."_

"_Like how it is simpler to enchant a broom to fly than anything else," Eruka mused, "Is that because so many people expect witches to ride brooms?"_

"_Precisely," the teacher seemed pleased, "But there is more to it, because your belief is what enables you to tap into the latent power. In the past only religions generated a significant enough Sympathy to assist a witch. But all that began to change with the invention of the printing press. Now, modern media allows the stories in books and movies to be shared by more people than ever before, and over a much greater area. With the large number of people who read certain books, or watch certain movies, it has become relatively easy for witches to create spells in line with those stories."_

_She paused, and her tone became slightly annoyed, adding "You have no idea how many of your sisters-to-be have can generate three-foot blades of glowing red, green, or blue light."_

"_So then, if I copy spells from video games, they will be stronger than if I just create them from scratch?" Eruka's mind was already thinking about potential powers._

"_It does not have to be a pure duplicate," the woman explained, "So long as it is close enough to be recognizable. But it must be a media with a sufficiently large fandom, and one that you genuinely love as well."_

* * *

><p>"<em>Okay," Gus frowned at the witch after hearing her explanation and plan, "But why that game? Isn't it Adults Only?"<em>

"_There is a non-adult version," Eruka shook her head, "And it has a TV series, a movies, not to mention the sequel and prequel..."_

* * *

><p>"Their oils my blood, their tongues my muscles…"<p>

Eruka dove into the words, what they symbolized in their source, and now personally to her and to her magic totem.

"My form is not truly set,

Neither comfortable on land, nor in the water…"

As Charlie froze another bullet when it struck Gus's surface, a visible nimbus of soft green power formed around Eruka. Tabitha unconsciously lowered her pistol as she frowned at her cousin.

"In the eternal bog, I catch my flies.

For the next generation, I must be:

Unlimited Tadpole Works!"

The lab around them changed into a dank swamp. Both of her teammates knew it was a complex illusion, not a physical shift. Despite that both were still awed. They could feel the dense mist, and smell the decaying reeds. Not allowing herself to get too distracted by the spell, Charlie turned away from the golems and darted past Eruka towards the still visible shelves. Weasel snorted, pretending she was not impressed. She raised her gun again, and directed her granite rodents to attack Eruka. But before she could fire, the air around Frog began to flicker. Into existence shimmered her tadpole bombs, first five, then over twenty, dozens, hundreds, too many to readily count. As Tabitha pulled the trigger, now looking mildly worried, Eruka brought her right arm up and swept her hand towards her cousin.

All six golems were blasted into dust before the bullet had crossed half the distance between the two witches. Then five of the amphibian explosive hit not only the new bullet, but also each of the ones still trying to home in on Chapel. The detonations warped the shots to the point they could no longer hold Tabitha's magic and flung them harmlessly away from the teens. Eruka's second wave of tadpoles crashed into the wall of stone Weasel desperately yanked up between them.

"No," Charlie muttered, sliding an old dagger out of the way. She could see a magical glow from the shelf in front of her, but the sheer volume of random items, combined with the energy flooding out of Eruka, made it hard for her to tell which one it was. After dropping a blood-stained dream-catcher to the floor, she was able to see the source of the mana she was tracing was an ivory flute. Her Soul Frost flooded her fingers before she touched it, in case there was some sort of defensive spell on it. But nothing occurred, and her power wrapped around Tabitha's enchantments. The flute was engulfed by a pillar of ice, and Chapel tightened her fingers, shattering the talisman and the spells it contained. Charlie all but tossed away the halves of the broken antique, and moved two shelves down to the next mystical light.

Tabitha pulled up another layer of rock behind the splintering wall, and pushed it forward to take the place of the granite powdered by Eruka's onslaught. An incidental spell let her see through the barrier, and she saw Frog shudder and draw an unsteady breath from the effort of continuing the barrage. Weasel could not take pleasure in her cousin's failing reserves, as the Meister destroyed the snow globe that Tabitha used as a reservoir and her own mana supply plummeted. Instead, even as she tried to think of a way to turn the battle back to her own favor, she worried about the fact the Eruka was able to create such a powerful, continuous spell. Her distraction nearly cost her as two of the tadpoles swam over the wall and dropped towards her. Weasel shot the first one, and the explosion took out the second. She expanded her wall as she created the fourth layer, and tried to craft a golem to send after Eruka the instant her cousin's attack slowed.

Eruka twisted her hand, and most the tadpoles forming around her changed color. One third of them became a pale blue, while the second third became a sharp yellow. The rest remained black. When the blue bombs struck the barricade, instead of an explosion, they created a flash of white and the stone around them frosted over. On impact, the yellow tadpoles emitted a clinging acid, which began to melt the granite. And when the explosive amphibians struck, the shattered the frozen portions of the wall more easily, and splashed the acid further across the barricade and the lab around Tabitha.

"One more," Charlie noted, purposefully not counting the pointed hat perched on Tabitha's head. The mana field was definitely thinner, thanks to the removal of the fetishes, but also due to Eruka's rapidly flagging power. As the Meister cleared the bookcase, the shelf and back continued to glow lightly, but none of the items she removed were the source. Chapel growled in frustration.

"What's wrong?" Gus prompted.

"I see a magic field, but not the item that is creating it."

"Hmm," he considered, "You could see it if it was invisible, right? So maybe there is a hidden compartment."

Unseen behind her wall, Tabitha flinched at the Weapon's words.

Tap, tap.

Charlie's knuckles struck the area where the glow was brightest, but the wood of the shelf did not echo as if it was hollow behind.

Tap, tap.

She moved her hand to the right and struck the panel again. And again, it returned the sound of oak resting on thick granite.

Tonk, tonk.

On the left of the aura, the Meister found what she was searching for. The extra reverberations, indicating an empty space underneath.

Charlie folded her fingers into a fist, and with the ease of a practiced martial artist, broke the board. She reached into the hidden alcove, and twisted her hand around, grasping the concealed fetish. Chapel withdrew the talisman and studied it.

The artifact was a statuette of a squirrel, carved exquisitely in onyx, with ruby chips for eyes. The magic in it was so intense, Charlie turned off her Mystic Gaze. Eruka, just barely maintaining her spell, sensed the power and looked back briefly.

"That was your mother's fetish," the frog witch accused, sounding scandalized, "She told the covens that it was stolen."

"She was squandering its power," Tabitha scoffed, her disdain briefly overriding her fear, "Not only am I putting it to better use, I have improved it as well."

"Is it okay if we break this?" Gus asked Eruka carefully, "I mean, it belongs to your aunt, right?"

"My aunt is one of the Witch Queen's lieutenants," the silver-haired teen shook her head, "Even if we could return it to her, she would just use it against us. Destroy it."

Chapel nodded, and began to slowly flood the spells with her own frozen power. The sheer density of the power in it resisted the Soul Frost, slowing the girl's attack. As the magic chilled, the talisman started to turn white. The fine hairs on the tail splintered and flaked away. Then the gemstone eyes cracked. Finally Charlie raised it over her head, and dashed the fetish against the floor.

As the onyx shattered, Tabitha's wall collapsed. The Weasel witch jumped out from behind it, her pistol at the ready. Before she could fire, the last bomb from Unlimited Tadpole Works hit her hand. Eruka's magic was sufficiently drained that Tabitha kept her limb, but the older witch's skin was scorched and her pinky was bent the wrong way. And the Desert Eagle was thrown across the room, scraping on the stone until it stopped in front of the door.

"Wait," Tabitha pleaded, even before the DWMA agents started to approach her, "You wanted information, right? I can tell you who I am working for."

"Don't bother," Gus snarled, angry at her quick change of heart, "Lord Death already knows you are working for the Army. He just wanted us to confirm it."

"How did you know that?" Tabitha demanded. But had she waited a second longer, she would have seen Charlie and Eruka stare at Aegis in surprise, revealing his deception.

"Wait, you were bluffing?" the defeated witch all but shrieked.

"It wasn't that hard to figure out," Gus's voice implied a shrug his weapon form could not perform, "All of the larvae we met, and most of the people targeted were military. Your last base was right next to an Army base, and there's one in Santa Barbara, too. But I guess it's not as close. And there was that general who asked Lord Death to turn over Eruka. How did he know that she would be useful to him? And you also tried to recruit her."

"That's all?" Tabitha scowled.

"It was enough," Eruka observed proudly, "For someone who knew what to look for."

"Eruka," Tabitha turned her attention to her cousin as the two girls closed in around her, "We're family. And there is still a lot I could teach you."

"No," Frog shuddered, quickly rejecting the offer, "Just no. After all the people you've murdered and sacrificed or tried to murder, all the Kishin research you did, there no way I want anything you have to offer. And that not even counting the fact I don't like or trust you."

"Wait," Weasel pleaded, "You're not like me. You won't just murder me."

"Tabitha Weasel," Charlie adopted her best official tone, "for the crimes of kidnapping and murder, and for violation of the Kishin Anti-proliferation Act of 1967, you have been sentenced to death. On the authority of the United Nations, United States, and Lord Death, we have been designated to carry out the sentence. Immediately."

"Fine, do it," Tabitha slumped in resignation. Charlie reached out and placed her right hand on the woman's skull. She started to pour her Soul Frost into the rodent witch, Gus hanging at her side and Eruka standing just behind her. But as her breath started to come out visible, Tabitha suddenly swung her fist at Chapel's gut, the burnt and broken hand wrapped in sharpened stones. With nothing more than a twitch, Charlie interposed Gus, and the Weapon's reflection broke both the spell and the arm behind it. And Eruka had enough power left to create a gust of wind to knock off her cousin's hat.

"Fool me once…" the youngest woman growled, angrier at being underestimated than at being attacked. Then she stabbed Aegis into Tabitha's sternum. He did not do much damage, but gave her a second spot to flood Weasel with cold. Almost before she felt the pain of her broken wrist, Tabitha's body turned to ice and shattered. The remains drifted away, leaving the witch's soul floating in her hand. A moment later, Smithson resumed his Human form. Charlie placed the spiritual orb in his hand, and both girls stepped away from him.

"Are you sure?" Gus asked softly, unable to meet either woman's eyes. He knew both of them had a personal reason to object to the ritual.

"Go ahead," Eruka leaned forward slightly, "Better you than anyone else, and I'm kinda anxious to see what happens when a Weapon becomes a Death Scythe."

"Just do it," Charlie said, her fist clenched so tight her knuckles were white.

Aegis Smithson nodded, and sucked the orb into his mouth. Even as he swallowed, soul energy began to leak visibly from his body…


	23. Chapter 23

**Lesson 23**

"Welcome back, you Charlie, Eruka, Gus," Death squeaked happily at the teens as they passed until the last guillotine. Beside him, Professor Stein's eyes instantly locked on Smithson, studying the young man intently. Smithson shivered under the mad scientist's gaze and barely resisted the impulse to shift into his much harder to dissect Weapon form. But only for a moment, and then Gus returned to the pensive look he had worn at least since their arrival at the headmaster's office. Both of the adults and Eruka noticed his expression, but Charlie was too focused on the Headmaster and the fighter she idolized.

"Mission accomplished," Charlie reported with a hint of concealed pride and excitement.

"And very well done," the specter nodded broadly, "You defeated Tabitha, Gus has become a Death Scythe, and you got her to admit her connection to the Army. On top of that you rescued a number of her victims and destroyed another Kishin Larva."

"Is what Gus told my cousin true?" Eruka demanded, "Did you really know Tabitha was working for the Army? And you sent us in there without any kind of warning?"

"Based on his recent communications, and things we found out in during our investigation," Stein answered, "We were reasonably certain General Thomas was part of this operation. But what we did not know was if he was in charge or a middle man, if it was limited to the Army, and if he was acting under orders from the government or on his own. We did not tell you, because we wanted you to question her with any preconceptions."

"Thanks to the confirmation you got from Tabitha, we were able to focus our investigators on certain individuals and use the confession as leverage," Death picked up, "So we know that Francis Thomas is the one responsible for the Kishin Larvae. He has been illegal using military resources to create Kishin based super-soldiers."

"That's crazy!" Gus protested, then he looked chagrinned and added, "Pun not intended."

"The general has never been happy about leaving the USA's supernatural defenses to a third party," Death explained, "Especially since our loyalty transcends national borders. In the 1987, we had to let three Kishin Eggs run free for almost four weeks because we were focused on a vampire uprising in Russia and China. A few dozen Americans lost their lives, but we saved tens of thousands in Asia. Thomas considers that sort of thing unacceptable, so despite the laws and treaties he has been looking for a way to take over for the DWMA. And it appears he has finally decided to just ignore the laws."

"And now that his actions are out in the open," the specter continued, his normally high voice dropping by almost an octave, "we have to expect him to make some kind of move, and quickly. For that reason, I have recalled the members of Spartoi. And Stein has a mission for you three. I would rather give Gus a few days to stabilize and explore his new powers, before sending him out again. But I am afraid there isn't time for that."

Gus glanced sideways at Charlie, his expression mildly worried. Chapel and Eruka also looked worried, but her different reasons.

"As Lord Death says, we don't have a lot of time, so you'll have to come with me right now," the scientist announced, starting to walk towards the exit. The trio quickly followed, leaving Death alone. The god swung his hand down, and each of the guillotines slammed down, a solid sheet of metal between the torii posts, instead of neck-width blade. His chamber sealed, Death turned towards the mirror. He gestured at the glass, and the familiar image of the rogue General appeared. He was seated and seat-belted, indicating Death's call had reached the windshield of a vehicle. The picture wobbled slightly, proving the car was in motion.

"What do you want?" Thomas snarled without any sort of greeting.

"Francis, I know we've had our differences over the years," Death dispensed with the pleasantries as well, "But I can't believe you would betray your oaths and your country like this. Whatever you are planning for the Kishin Larvae, it needs to stop before it is too late."

"The Larvae, as you call them, are your replacements," the soldier smirked viciously, "loyal soldiers with the power do deal with supernatural threats. No more will the United States be forced to kowtow to the whims of a false god and his army of freaks."

"You can't believe you can control them," Death shook his head, growing more agitated, "And even worse, what will happen with other countries build similar forces to oppose you. It will be the nuclear arms race all over, except instead of uranium, the weapons will be forged from innocent Human souls. It will be the end of Humanity. You will create a world of Kishin!"

"An arms race, ehh? If you only knew how right you are," Thomas's smile extended beyond Human potential, and waves of purple insanity began to roll off his shoulders, "About all of it. But you will find out soon enough."

"You are a Kishin," Death realized, "Not an Egg or Larva, but a full Kishin."

"Lead by example."

"Your patriotism," Death speculated, "You obsessed over protecting this country, until it drove you to this. Like Asura's fear, it is the core of your insanity."

"I'm prepared to offer you a deal," Thomas ignored him, "Order your people to work for me and surrender yourself, and I won't raze your entire city."

"Aside from the fact that I can't trust you," Death's voice had descended to a threatening bass, "I don't think that most of my people would agree to that. And destroying this city won't be that easy."

"Are you sure? Maybe that arms race is further down the track than you expected," the general's mad smile curled up to almost the corners of his eyes. He made a gesture, and the jeep shifted. Then the convertible top opened giving Death a clear view of the enormous cannon rumbling along behind the General's ride. It looked like a tank, except that instead of a rotating turret, it had a flat, rectangular cannon almost as wide as the body. On each side of the gun was a long platform with eleven emplacements. At each stood a solider in full combat gear, the visible aura of madness identifying each as a Kishin Larva. And if Death understood what he was seeing, they were not flexing their auras for show, but feeding their crazed energy into the weapon.

"Tabitha's masterpiece," Thomas said fondly, "Do you like it? We are calling it the Asura Cannon, both because he inspired it and because we believe it can eliminate him. Once I take those three witches you have, I'll be able to start mass producing them."

"So it is true," Death frowned deeply, "To think that Tabitha Weasel could have developed something like that. And that you have already built one."

"Her loss was a terrible blow," the General nodded, "She was a genius. Combining magic, technology, and the power of the Kishin, when most of her kind reject technology and are wary of madness. I can only image what she might have done, if she could have reigned in her need for vengeance."

"You must realize we can't let you keep that weapon," Death rumbled, "As soon as we are done here, I will order my people to destroy it."

"If you can," Thomas smirked again, "You don't I would show this to you if it wasn't already charged and ready to fire, do you? Goodbye _Lord_ Death."

"Wait, what about all the civilians?" Death interjected, "and weren't you going to capture Kim, Eruka, and Angela?"

"Most of those so called civilians are willing co-conspirators," the fallen general sneered, "Any who are not are collateral damage. And if the witches die, then I will just find others. Now, no more stalling until your people can try something. FIRE!"

He waved his arm forward, and the connection was cut off as the cannon emitted a black edged violet beam, accompanied by the shriek of a thousand tormented souls.


	24. Chapter 24

**Lesson 24**

"This is nuts," Eruka complained, as she stepped into the circle, "I mean sure, I do know the spell in theory. But I have never cast it before. And I've never done anything on this scale either! There's gotta be someone better."

"Given your friendship with Aegis, you are the best choice," Stein told her pitilessly.

"You can do it," Mjölnir told her, the Hammer's gentle voice echoing out of her metallic form, "Death would not have picked you otherwise."

Charlie, at the tip of the pentagram, looked back at her witch friend. Eruka carefully lowered herself down, sitting cross-legged in the center of the seal. The pentagram had been placed at the western edge of Death Vegas, next to an extra-large warehouse store.

"We're here with you," Chapel told her.

"We better get started," Maka Albarn said tersely, "We don't know how much time Lord Death can buy us."

Gus assumed his Shield form, and then tapped into the Form Manipulation power for the first time. Though his basic shape remained the same, his length and width doubled, and then doubled again. Even though his weight did not increase by the same amount, Charlie still had to place his bottom edge on the ground to balance. Soul and Marie also shifted into their Weapon forms, their respective Meisters forming an equilateral triangle with Chapel, with Frog in the center. Each team began to Resonate, their familiar souls combining to increase their power. Then Soul Evans began to play his spiritual piano, pulling them into a deep harmony which allowed them to achieve a Chain Resonance. As their strengths merged and grew, they fed their power into the magical seal below them.

Eruka Frog started to chant, and the charged circle began to glow. She felt the Endurance Wavelength of Gus's soul, the Soothing Wavelength of Marie's soul, and the Anti-Evil Wavelength of Maka's soul. Her spell further cemented and added to their powers. Two lines of energy shot across the city, connecting Eruka's seal. And while they did not connect directly, she still began to feel the power from the last two circles. At four other points around the city, sets of five Penitents were chanting the same spell, forming a tremendous pentagram with Eruka, empowering the young witch.

She took the mana from the Witches, and the soul power from the Meisters and Weapons around her. Borrowing a small bit of Soul's wavelength she wove them together. And then Eruka poured the braided energy back into Aegis.

Even as the beam of shrieking purple madness shot across the desert floor, a giant facsimile of the Shield sprang up in front of Charlie. Seemingly made of golden crystal, the manifestation of the spell was taller than the highest spire of the DWMA, even though it was angled back like the real Gus was at the moment. The attack collided with the barrier, and for a moment the shield seemed to flex. Then it reflected off, shooting up into the sky. The edges of the crystal started to crack as the beam continued to press on it, and was deflect into space by the copy of Smithson. Finally the insanity reached its end, and the last of the twisted energy vanished into the stratosphere. With a sign of release, Eruka let the spell end. As Frog slumped to the side and the barrier faded, a new figure emerged from the city

"Attack!" Death the Kid ordered, pointing both of his pistol partners at the battalion, "Destroy the weapon. Destroy the Eggs and Larvae. Take the regular Humans into custody."

Meisters and Weapons; students, teachers, and what full time hunters Death had been able to recall when his agents had noticed the Army mobilizing; they flowed out from the streets on either side of the building next to the pentagram, and charged the troops.

"Second group, begin charging!" General Thomas shouted, "The rest of you, kill them. Do not let them get to the prototype."

"Ready?" Charlie asked her comrades as Smithson returned to his normal size, and only then noticed that Eruka was not the only one no longer upright. Both Soul and Mjölnir had reverted into their Human forms. Soul and Maka were slumped against one another. And Stein was holding up Marie, her uncovered eye fluttering as she struggled to keep it open.

"What happened?" Chapel asked, watching for the approaching soldiers.

"The spell relied on the Soul wavelengths of Maka, Marie, and Aegis," Stein answered, "And Eruka used Soul's power to bond them to the magic. They are totally drained."

"But I feel fine," Gus protested.

"The spell fed the energy back into you," the professor's eyes glinted dangerously, "and your Endurance Wavelength probably helped."

"Either way," Stein forced his madness down, "you two should get out there. I will guard everyone else until they are back on their feet."

Charlie nodded, feeling Gus's determination.

"Let's do it, Gus," Charlie said.

"All right," the Shield pumped an invisible fist. Then his form began to shimmer and melt. The surface of the Shield collapsed backwards, wrapping around his Meister's arm. The metal surround her fingers. After a few seconds, the Shield's Death Scythe Form Manipulation had transformed him into a gauntlet, covering Charlie's left hand from the wrist down. In his changed state Gus retained a greatly scaled down version of his original form; a two-foot by one-foot oval buckler started at her wrist ending just past her elbow.

Chapel charged forward, having the shortest distance to the cannon. She quickly noticed that her comrades had formed two columns, naturally funneled by the two streets they used to exit the city. The military traitors had, somewhat obviously, split to meet them. Of course, the main reason for the gap was that neither the soldiers nor the DWMA fighters wanted to be in the path of the cannon if it fired again. That left Charlie and Gus was a mostly clear, if potentially instantly fatal, path

Charlie was able to observe as the infamous Black Star met with a trio of the soldiers. He drove Tsubaki's hilt into the stomach of the first, and then cut through the next two. As the survivor crumpled, the others disintegrated, the second leaving behind the Soul of a Kishin Larva, and the last becoming a Kishin Egg.

It matched what the young woman was sensing. About forty percent of the invaders were still Human. The rest were essentially an equal split between Eggs and Larvae. Twenty-two of the Larvae were retreating to the cannon, while the ones on the cannon were joining their comrades.

The duo were about halfway to the gun when they encountered their first resistance, a pair of the invaders had taken the risk of the cannon to potentially flank the Meisters. The soldiers spotted them too, and instantly raised their guns.

"11:45, 2 feet, 12 degrees down," Gus instructed, and Charlie's arm snapped into place. The first bullet ricocheted back at the shooter, carving a modest furrow in his right calf and dropping him to the ground.

"1 o'clock, 3 feet, dead on," Smithson continued, and Chapel twisted her body to get the buckler into position. This time the reflected round hit the solider dead between the eyes, and his head snapped back. He did not fall, and his head swung back forward almost a quickly. The flattened bullet, turned black by his corrupted blood, dropped to the sand. And the fallen fighter's face twisted in an inhuman grin.

Charlie had already crossed the distance during his display of power, and threw her strongest left cross in to his midsection. The Egg's smirk started to widen, as he barely even felt her connect. And then Gus's Reflection power kicked in. The Shield turned gauntlet had absorbed the force of the attack, and now directed it outward, amplified. The soldier's smile flickered as a hole the size and shape of Chapel's knuckles appeared in his torso. He started to lift his gun again, but Charlie grabbed his shoulder, freezing him solid in an instant. Even as she knocked the injured Human unconscious with a light axe kick to the back of the neck, the Egg disintegrated.

"This is the power of a Death Scythe, huh?" the girl commented, "I guess there are worse things to be stuck with."

It only took her about another minute to reach the cannon. There were Larvae already at nineteen of the twenty-two stations, and the machine was humming ominously. Fortunately, all of the Larvae's eyes were closed, in concentration or as a side-effect of the drain on their madness, so none raised an alarm at her approach.

'What do we do?' Gus asked silently.

'It is full of their insanity and Tabitha's spells,' she responded in kind, 'What do you think will happen if we freeze it?'

Gus considered the possible outcomes, from no effect at all, to the machine imploding on top of them.

'Do it,' he said fiercely, 'before they can fire again.'

Charlie hopped up onto the last empty station on the left side of the weapon, out of the view of the operator or the ranting Kishin general. She hoped that if any more Larvae made it to the gun, they would not look too closely, and go to the other side. She placed her hand on the panel, and tested to see if her theory was right.

Tabitha's creation was a mass of spells like her Mystic Gaze had never seen before. But they were the same mana and were not even moving. She could feel the mass of madness building up in the back of the steel barrel. Taking Gus's warning to heart, she reached deep into her Resonance with the Weapon, and flooded to cannon with her Soul Frost.

The gun, which had begun to glow purple, now took on a lighter, more bluish hue. The Larvae on either side of her shivered despite the desert heat, but otherwise did not react. The enchantments began to condense and weaken. Unexpectedly, Charlie could even feel a mass of solid ice starting to form in the barrel next to her.

"How much longer!" General Thomas barked.

"Charge is at sixty-eight percent and rising," an unknown voice on the other side of the tank reported back.

"We don't need full power," the Kishin shouted, "once you hit seventy-five percent, fire!"

'Charlie, based on when the first Larva got here, that only gives us thirty seconds at most,' Gus warned her.

'We need this as icy as possible,' she insisted, 'warn me at ten.'

'I'll warn you at five,' he countered, letting her know his statement had been meant the opposite of how she took it.

She started to count down, despite his promise, and took all of the Soul energy they had left, and shoved it at the machine. And then kept going anyway, even as the metal under her hand grew numbingly cold and her knees shuddered in exhaustion.

"Now," Smithson said aloud, and Charlie jumped off the cannon and sprinted as fast as her legs would move her.

"What was that?" she heard the General shout, but did not bother to look back.

"Firing," the gun's controller announced.

"STOP!" Thomas roared impotently.

"Charlie, down," Gus became Human, grabbed her legs, then resumed his original form over her back as she tripped. She snaked her arm back and grabbed his handle, even as the insane scream began to echo outwards again.

As the beam emerged from the back of the barrel, the frozen spells shattered. The attack continued, but was much less coherent, eating at the inside cannon. When it hit the chunk of ice and the weakened metal next to it, the madness exploded outward.

Charlie looked up a moment later. The remains of the gun were a study in chaos. Half of it was softened melted steel, burning with purple flames. The other half was brittle, jagged edges still tinted blue with frost. And floating around it were the twenty hideous souls of the Kishin Larvae that had been operating and charging the gun. Then one piece of the metal shifted.

General Thomas's shirt was scorched on the left side, but the Kishin was otherwise unharmed. And his eyes locked on Chapel and Smithson.

"YOU!" he roared, and Charlie barely slipped Gus back into place before he was on them…


End file.
